0001209191-21-071323.txt : 20211227
0001209191-21-071323.hdr.sgml : 20211227
20211227205932
ACCESSION NUMBER: 0001209191-21-071323
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200304
FILED AS OF DATE: 20211227
DATE AS OF CHANGE: 20211227
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SHARP MICHAEL J
CENTRAL INDEX KEY: 0001096648
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-04694
FILM NUMBER: 211521930
MAIL ADDRESS:
STREET 1: 1100 N WOOD DALE ROAD
CITY: WOOD DALE
STATE: IL
ZIP: 60191
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: 35 WEST WACKER DRIVE
CITY: CHICAGO
STATE: IL
ZIP: 60601
BUSINESS PHONE: 312.326.8000
MAIL ADDRESS:
STREET 1: 35 WEST WACKER DRIVE
CITY: CHICAGO
STATE: IL
ZIP: 60601
FORMER COMPANY:
FORMER CONFORMED NAME: DONNELLEY R R & SONS CO
DATE OF NAME CHANGE: 19920703
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2020-03-04
0
0000029669
RR Donnelley & Sons Co
RRD
0001096648
SHARP MICHAEL J
C/O R.R. DONNELLEY & SONS COMPANY
35 W. WACKER DRIVE
CHICAGO
IL
60601
0
1
0
0
SVP - Chief Accounting Officer
Common Stock
2020-03-04
4
M
0
8035
A
22772
D
Common Stock
2020-03-04
4
D
0
8035
3.87
D
14737
D
Common Stock
2021-12-22
4
M
0
94295
A
119425
D
Common Stock
2021-12-22
4
D
0
94295
10.85
D
25130
D
Common Stock
2021-12-22
4
A
0
104897
A
130027
D
Common Stock
2021-12-22
4
D
0
104897
10.85
D
25130
D
Phantom Stock
2020-03-04
4
M
0
8035
D
Common Stock
8035
74026
D
Phantom Stock
2021-12-22
4
M
0
94295
D
Common Stock
94295
0
D
Each share of phantom stock is payable in shares of common stock or cash. The vested phantom stock was settled for cash.
Shares acquired upon settlement of phantom Performance Stock Units granted on March 4, 2019 and March 2, 2020.
Phantom stock is payable in shares of common stock or cash in three equal installments, subject to reporting person's continued employment.
On December 14, 2021, the Issuer entered into an Agreement and Plan of Merger, by and among the Issuer, Chatham Delta Parent, Inc. and Chatham Delta Acquisition Sub, Inc., providing for the merger of Chatham Delta Acquisition Sub, Inc. with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned subsidiary of Chatham Delta Parent, Inc. In connection with the Merger, to mitigate the potential impact of Section 280G and Section 4999 of the Internal Revenue Code of 1986, as amended, on the Issuer and the Reporting Person, the Board of Directors of the Issuer approved the acceleration of vesting of certain equity awards and equity-based awards, as described in this Form 4.
Deborah L. Steiner, Attorney-in-Fact for Michael J. Sharp
2021-12-27