0000950142-19-001279.txt : 20190604 0000950142-19-001279.hdr.sgml : 20190604 20190604174945 ACCESSION NUMBER: 0000950142-19-001279 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190531 FILED AS OF DATE: 20190604 DATE AS OF CHANGE: 20190604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Novak E Rogers JR CENTRAL INDEX KEY: 0001292028 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36166 FILM NUMBER: 19877910 MAIL ADDRESS: STREET 1: 7501 WISCONSIN AVENUE STREET 2: EAST TOWER SUITE 1380 CITY: BETHESDA STATE: MD ZIP: 20814 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 es1900765_4-novak.xml OWNERSHIP DOCUMENT X0306 4 2019-05-31 0 0001580156 Houghton Mifflin Harcourt Co HMHC 0001292028 Novak E Rogers JR C/O HOUGHTON MIFFLIN HARCOURT CO., 125 HIGH STREET BOSTON MA 02110 1 0 0 0 Common Stock 2019-05-31 4 M 0 4942 0.00 A 22989 D Phantom Stock 2019-05-31 4 M 0 4942 0.00 D Common Stock 4942 0 D Restricted Stock Units 2019-05-31 4 A 0 15071 0.00 A Common Stock 15071 15071 D Restricted Stock Units 2019-05-31 4 M 0 12500 0.00 D Common Stock 12500 0 D Phantom Stock 2019-05-31 4 A 0 12500 0.00 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. The shares of phantom stock were settled in exchange for a like amount of shares of the Company's common stock. This grant of restricted stock units will vest on May 31, 2020, 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 after the vesting date, as determined in accordance with the Company's Non-Employee Director Deferred Compensation Plan. Upon the vesting of the restricted stock units granted to the reporting person on May 31, 2018, the reporting person deferred the receipt of 12,500 shares of common stock and received instead 12,500 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. William F. Bayers is the Executive Vice President, Secretary and General Counsel of the Company. /s/ William F. Bayers, Attorney-in-Fact 2019-06-04