SEC Form 4 · accession 0001179110-17-012067
SCHOLASTIC CORP · SCHL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Judith Newman
Officer — EVP, President, Book Clubs
Period of report
Sep 1, 2017
Accepted (ET)
Sep 6, 2017 · 4:08 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 | Sep 1, 2017 | M | 399 | $39.46 | A | 14,383 | D | |
| Common StockF1 | Sep 1, 2017 | F | 139 | $39.46 | D | 14,244 | D | |
| Common StockF2 | Sep 5, 2017 | M | 8,331 | $39.34 | A | 22,575 | D | |
| Common StockF2 | Sep 5, 2017 | F | 4,072 | $39.34 | D | 18,503 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3 | — | Sep 1, 2017 | A | 8,208 | A | Sep 1, 2020 | Sep 1, 2020 | Common Stock | 8,208 | 8,208 | D |
| Restricted Stock UnitsF1 | — | Sep 1, 2017 | M | 399 | D | Sep 1, 2012 | Sep 1, 2017 | Common Stock | 399 | 0 | D |
| Restricted Stock UnitsF2 | — | Sep 5, 2017 | M | 8,331 | D | Sep 2, 2017 | Sep 2, 2017 | Common Stock | 8,331 | 0 | D |
Explanation of responses
- F1Restricted stock units ("RSUs") acquired by the reporting person on 9/1/09 under the MSPP in lieu of cash bonus; converted into shares of Common Stock on a one-for-one basis on 9/1/17, the first business day following expiration of the deferral period, 9/1/2017 (re-deferred from 9/1/2012),as selected by the reporting person. RSU price is equal to 75% of the lowest closing price for the underlying Common Stock in the fiscal quarter ended August 31, 2009.
- F2Restricted stock units ("RSUs") acquired by the reporting person on 9/2/14 under the MSPP in lieu of cash bonus; converted into shares of Common Stock on a one-for-one basis on 9/4/17, the first business day following expiration of the deferral period selected by the reporting person. RSU price is equal to 75% of the lowest closing price for the underlying Common Stock in the fiscal quarter ended August 31, 2014.
- F3Acquired under the Scholastic Corporation Management Stock Purchase Plan in lieu of cash bonus; to be converted into shares of Common Stock on a one-for-one basis upon expiration of the deferral period selected by the reporting person. Vests on third anniversary of the award date. Price is equal to 75% of the lowest closing price for the underlying Common Stock in the fiscal quarter ended August 31, 2017.