0000950142-18-001327.txt : 20180604 0000950142-18-001327.hdr.sgml : 20180604 20180604204504 ACCESSION NUMBER: 0000950142-18-001327 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180531 FILED AS OF DATE: 20180604 DATE AS OF CHANGE: 20180604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MCKERNAN JOHN R JR CENTRAL INDEX KEY: 0001129822 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36166 FILM NUMBER: 18879876 MAIL ADDRESS: STREET 1: 300 SIXTH AVE STREET 2: 8TH FLOOR CITY: PITTSBURGH STATE: PA ZIP: 75222 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Houghton Mifflin Harcourt Co CENTRAL INDEX KEY: 0001580156 STANDARD INDUSTRIAL CLASSIFICATION: BOOKS: PUBLISHING OR PUBLISHING AND PRINTING [2731] IRS NUMBER: 271566372 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 125 HIGH STREET CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617-351-5000 MAIL ADDRESS: STREET 1: 125 HIGH STREET CITY: BOSTON STATE: MA ZIP: 02110 FORMER COMPANY: FORMER CONFORMED NAME: HMH Holdings (Delaware), Inc. DATE OF NAME CHANGE: 20130626 4 1 es1800768_4-mckernan.xml OWNERSHIP DOCUMENT X0306 4 2018-05-31 0 0001580156 Houghton Mifflin Harcourt Co HMHC 0001129822 MCKERNAN JOHN R JR C/O HOUGHTON MIFFLIN HARCOURT CO., 125 HIGH STREET BOSTON MA 02110 1 0 0 0 Restricted Stock Units 2018-05-31 4 M 0 6883 0 D Common Stock 6883 0 D Phantom Stock 2018-05-31 4 A 0 6883 0 A Common Stock 6883 6883 D Restricted Stock Units 2018-05-31 4 A 0 12500 0 A Common Stock 12500 12500 D Each restricted stock unit and each share of phantom stock represents a contingent right to receive one share of Houghton Mifflin Harcourt Company's (the "Company") common stock. Upon the vesting of the restricted stock units granted to the reporting person on May 31, 2017, the reporting person deferred the receipt of 6,883 shares of common stock and received instead 6,883 shares of phantom stock pursuant to the Company's Non-Employee Director Deferred Compensation Plan. The phantom stock becomes payable upon separation from service in accordance with the Company's Non-Employee Director Deferred Compensation Plan. This grant of restricted stock units will vest on May 31, 2019, subject to continued service on the Company's board of directors through such vesting date, with settlement of the restricted stock units to be deferred until separation from service as determined in accordance with the Company's Non-Employee Director Deferred Compensation Plan. William F. Bayers is the Executive Vice President, Secretary and General Counsel of the Company. /s/ William F. Bayers, Attorney-in-Fact 2018-06-04