SEC Form 4 · accession 0001179110-16-028958
SCHOLASTIC CORP · SCHL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard Robinson
Officer — CEO, Chairman and President · Director · 10% Owner
Period of report
Aug 19, 2016
Accepted (ET)
Aug 23, 2016 · 6:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000866729
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 18, 2016 | G | 8,600 | $0.00 | D | 4,390,978 | D | |
| Common Stock | Aug 19, 2016 | M | 17,758 | $22.81 | A | 4,408,736 | D | |
| Common StockF2 | Aug 19, 2016 | S | 17,758 | $40.681 | D | 4,390,978 | D | |
| Common Stock | Aug 22, 2016 | M | 400 | $22.81 | A | 4,391,378 | D | |
| Common Stock | Aug 22, 2016 | S | 400 | $40.51 | D | 4,390,978 | D | |
| Common Stock | Aug 23, 2016 | M | 17,862 | $22.81 | A | 4,408,840 | D | |
| Common StockF3,F4 | Aug 23, 2016 | I | 17,862 | $40.595 | D | 4,390,978 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Options (right to buy)F5 | $22.81 | Aug 19, 2016 | M | 17,758 | D | — | Aug 7, 2020 | Common Stock | 17,758 | 134,074 | D |
| Employee Stock Options (right to buy)F5 | $22.81 | Aug 22, 2016 | M | 400 | D | — | Aug 27, 2020 | Common Stock | 400 | 133,674 | D |
| Employee stock options (right to buy)F5 | $22.81 | Aug 23, 2016 | M | 17,862 | D | — | Aug 27, 2020 | Common Stock | 17,862 | 115,812 | D |
Explanation of responses
- F1Represents the closing price on the day of gift.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.58-40.79, inclusive. The reporting person undertakes to provide to Scholastic Corporation, any holder of Scholastic Corporation or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.32-40.56, inclusive. The reporting person undertakes to provide to Scholastic Corporation, any holder of Scholastic Corporation or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4
- F4See Exhibit 99.1
- F5Employee stock options vest ratably over a four year period beginning with the first anniversary after the date of grant