0001181431-12-014883.txt : 20120306
0001181431-12-014883.hdr.sgml : 20120306
20120306181703
ACCESSION NUMBER: 0001181431-12-014883
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20120302
FILED AS OF DATE: 20120306
DATE AS OF CHANGE: 20120306
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Knotts Daniel L.
CENTRAL INDEX KEY: 0001408602
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-04694
FILM NUMBER: 12671912
MAIL ADDRESS:
STREET 1: C/O RR DONNELLEY
STREET 2: 111 SOUTH WACKER DRIVE
CITY: CHICAGO
STATE: IL
ZIP: 60606
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: RR Donnelley & Sons Co
CENTRAL INDEX KEY: 0000029669
STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL PRINTING [2750]
IRS NUMBER: 361004130
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 111 SOUTH WACKER DRIVE
CITY: CHICAGO
STATE: IL
ZIP: 60606
BUSINESS PHONE: 3123268000
MAIL ADDRESS:
STREET 1: 111 SOUTH WACKER DRIVE
CITY: CHICAGO
STATE: IL
ZIP: 60606
FORMER COMPANY:
FORMER CONFORMED NAME: DONNELLEY R R & SONS CO
DATE OF NAME CHANGE: 19920703
4
1
rrd337526.xml
KNOTTS FORM 4
X0304
4
2012-03-02
0
0000029669
RR Donnelley & Sons Co
RRD
0001408602
Knotts Daniel L.
C/O RR DONNELLEY
111 S. WACKER DRIVE
CHICAGO
IL
60606
0
1
0
0
Group President
Common Stock (withholding for tax liability)
2012-03-02
4
F
0
14251
13.23
D
281643
D
Common Stock
2012-03-02
4
A
0
74000
A
355643
D
Common Stock
2012-03-02
4
M
0
109060
7.09
A
464703
D
Common Stock
2012-03-02
4
S
0
109060
13.29
D
355643
D
Common Stock
2012-03-05
4
S
0
12853
13.02
D
342790
D
Common Stock
25
I
By Son
Performance Share Unit
2012-03-02
4
A
0
38000
A
2014-12-31
Common Stock
38000
38000
D
Employee Stock Option (right to buy)
13.236
2012-03-02
4
A
0
58000
A
2022-03-01
Common Stock
58000
58000
D
Employee Stock Option (right to buy)
7.09
2012-03-05
4
M
0
109060
D
2019-03-02
Common Stock
109060
54530
D
Shares were withheld as payment of a tax liability incident to vesting of restricted stock units issued in accordance with Rule 16b-3.
Company granted restricted stock units (RSUs) issued pursuant to Rule 16b-3 Plan. The RSUs vest in four equal annual installments beginning on March 2, 2013.
The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person in December 2011.
The reported price represents a weighted average sale price. The range of prices at which common stock was sold was $13.20 to $13.62 per share. The Reporting Person undertakes to provide to the staff, the issuer or a security holder full information regarding the number of shares sold at each separate price.
The reported price represents a weighted average sale price. The range of prices at which common stock was sold was $12.92 to $13.13 per share. The Reporting Person undertakes to provide to the staff, the issuer or a security holder full information regarding the number of shares sold at each separate price.
Includes 146,823 shares held directly, 1,202 shares held jointly with Mr. Knott's spouse, 135 shares held through dividend reinvestment plan and 194,630 restricted stock units.
Each performance share unit ("PSU") represents a contingent right to receive one share of Common Stock. The PSUs are earned by acheiving a target level of performance measured against calculated cash flow targets during a three-year performance period beginning January 1, 2012 and ending December 31, 2014. Awards can range from 50% of the PSUs if the threshold is met up to a target of 100% of the PSUs if performance meets the specified levels. The amount reported above reflects the target amount of PSUs.
Company granted performance share units issued pursuant to Rule 16b-3 Plan.
The option vests in four equal annual installments beginning on March 2, 2013.
Company granted option issued pursuant to Rule 16b-3 Plan.
The option, representing a right to purchase a total of 218,120, vests in four equal annual installments beginning on March 2, 2010.
Jennifer Reiners, pursuant to power of attorney
2012-03-06