0001140361-16-078096.txt : 20160829 0001140361-16-078096.hdr.sgml : 20160829 20160829184910 ACCESSION NUMBER: 0001140361-16-078096 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160825 FILED AS OF DATE: 20160829 DATE AS OF CHANGE: 20160829 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Quad/Graphics, Inc. CENTRAL INDEX KEY: 0001481792 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL PRINTING [2750] IRS NUMBER: 391152983 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: N61 W23044 HARRY'S WAY CITY: SUSSEX STATE: WI ZIP: 53089-3995 BUSINESS PHONE: 414-566-6000 MAIL ADDRESS: STREET 1: N61 W23044 HARRY'S WAY CITY: SUSSEX STATE: WI ZIP: 53089-3995 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Quadracci J Joel CENTRAL INDEX KEY: 0001495363 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34806 FILM NUMBER: 161859047 MAIL ADDRESS: STREET 1: QUAD/GRAPHICS, INC. STREET 2: N61 W23044 HARRY'S WAY CITY: SUSSEX STATE: WI ZIP: 53089 4 1 doc1.xml FORM 4 X0306 4 2016-08-25 0 0001481792 Quad/Graphics, Inc. QUAD 0001495363 Quadracci J Joel C/O QUAD/GRAPHICS, INC. N61 W23044 HARRY'S WAY SUSSEX WI 53089 1 1 0 0 Chairman, Pres. & CEO Class A Common Stock 2016-08-25 4 M 0 15700 23.37 A 812572 D Class A Common Stock 2016-08-25 4 S 0 15700 28.0033 D 796872 D Class A Common Stock 2016-08-26 4 M 0 1000 23.37 A 797872 D Class A Common Stock 2016-08-26 4 S 0 1000 28.25 D 796872 D Class A Common Stock 5524 I By 401(a) Plan Stock Options (Right to Buy) 13.4708 2021-11-18 Class A Common Stock 4410 4410 D Stock Options (Right to Buy) 13.4708 2021-11-18 Class A Common Stock 5250 5250 D Stock Options (Right to Buy) 13.4708 2021-11-18 Class A Common Stock 6825 6825 D Stock Options (Right to Buy) 13.4708 2021-11-18 Class A Common Stock 3675 3675 D Stock Options (Right to Buy) 13.4708 2021-11-18 Class A Common Stock 3938 3938 D Stock Options (Right to Buy) 13.4708 2021-11-18 Class A Common Stock 9000 9000 D Stock Options (Right to Buy) 13.4708 2021-11-18 Class A Common Stock 4250 4250 D Stock Options (Right to Buy) 23.37 2016-08-25 4 M 0 15700 0 D 2017-01-31 Class A Common Stock 15700 81407 D Stock Options (Right to Buy) 23.37 2016-08-26 4 M 0 1000 0 D 2017-01-31 Class A Common Stock 1000 80407 D Stock Options (Right to Buy) 29.37 2018-01-31 Class A Common Stock 100000 100000 D Stock Options (Right to Buy) 15.37 2019-01-31 Class A Common Stock 100000 100000 D Stock Options (Right to Buy) 16.62 2020-01-31 Class A Common Stock 150000 150000 D Stock Options (Right to Buy) 41.26 2021-01-01 Class A Common Stock 119643 119643 D Stock Options (Right to Buy) 14.14 2022-01-01 Class A Common Stock 39881 39881 D Class B Common Stock 2016-08-25 5 G 0 8247 0 A Class A Common Stock 8247 231486 D Class B Common Stock Class A Common Stock 92 92 I As trustee - AQH Tr Class B Common Stock Class A Common Stock 92 92 I As trustee - EQH Tr Class B Common Stock Class A Common Stock 92 92 I As trustee - KBH Tr Class B Common Stock Class A Common Stock 92 92 I As trustee - WVH Tr Class B Common Stock 2016-08-25 5 G 0 8247 0 D Class A Common Stock 8247 118257 I As trustee - HVQ for Joel Class B Common Stock 2016-08-26 5 G 0 1752 0 A Class A Common Stock 1752 120009 I As trustee - HVQ for Joel Class B Common Stock 2016-08-26 5 G 0 1752 0 D Class A Common Stock 1752 0 I As trustee - HRQ for Joel Class B Common Stock Class A Common Stock 5480 5480 I As trustee - IMF Tr Class B Common Stock Class A Common Stock 5480 5480 I As trustee - KMF Tr Class B Common Stock Class A Common Stock 5480 5480 I As trustee - HVF Tr Class B Common Stock Class A Common Stock 111660 111660 I As trustee - HQH 2010 Tr The price in Column 4 is a weighted average price. The prices actually received ranged from $28.00 to $28.025. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price. Became exercisable as to 3,307 shares on May 14, 2012, and become exercisable ratably over the next two years with respect to the remaining shares beginning on November 18, 2012. Became exercisable as to 3,150 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012. Became exercisable as to 1,575 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012. Became exercisable as to 3,500 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012. Became exercisable as to 1,500 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012. Became exercisable as to 75,000 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012. Became exercisable as to 40,000 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012. Became exercisable as to 30,000 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012. Became exercisable in three equal annual installments beginning on January 1, 2013. Vests and becomes exercisable in three equal annual installments beginning on January 1, 2014. Class B Common Stock is convertible into Class A Common Stock on a 1-for-1 basis at no cost and has no expiration date. As Trustee for the Alexander Q. Harned 2007 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. As Trustee for the Elizabeth Quadracci Harned 2003 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. As Trustee for the Kathryn B. Harned 2004 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. As Trustee for the William V. Harned 2006 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. As Trustee for the HRQ 1990 Descendants Trust for Joel. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. As Trustee for the HVQ 1992 Descendants Trust f/b/o J. Joel Quadracci. The reporting person is a trustee of the trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. As Trustee for the Isabella Marion Flores 1999 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. As Trustee for the Kaitlin Mary Flores 2000 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. As Trustee for the Harry Virgil Quadracci Flores 2002 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. As Trustee for the H. Richard Quadracci 2010 Trust. The reporting person is a trustee of the trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. /s/ Jennifer J. Kent, Attorney-In-Fact for J. Joel Quadracci 2016-08-29