0001179110-18-005606.txt : 20180412
0001179110-18-005606.hdr.sgml : 20180412
20180412171939
ACCESSION NUMBER: 0001179110-18-005606
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20180410
FILED AS OF DATE: 20180412
DATE AS OF CHANGE: 20180412
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ROBINSON RICHARD
CENTRAL INDEX KEY: 0000903959
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-19860
FILM NUMBER: 18752724
MAIL ADDRESS:
STREET 1: C/O SCHOLASTIC CORP
STREET 2: 555 BROADWAY
CITY: NEW YORK
STATE: NY
ZIP: 10012-3999
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SCHOLASTIC CORP
CENTRAL INDEX KEY: 0000866729
STANDARD INDUSTRIAL CLASSIFICATION: BOOKS: PUBLISHING OR PUBLISHING AND PRINTING [2731]
IRS NUMBER: 133385513
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0531
BUSINESS ADDRESS:
STREET 1: 555 BROADWAY
CITY: NEW YORK
STATE: NY
ZIP: 10012
BUSINESS PHONE: 2123436100
MAIL ADDRESS:
STREET 1: 555 BROADWAY
CITY: NEW YORK
STATE: NY
ZIP: 10012
4
1
edgar.xml
FORM 4 -
X0306
4
2018-04-10
0
0000866729
SCHOLASTIC CORP
SCHL
0000903959
ROBINSON RICHARD
C/O CORPORATE SECRETARY, SCHOLASTIC CORP
557 BROADWAY
NEW YORK
NY
10012
1
1
1
0
CEO, Chairman and President
Class A Stock
2018-04-10
4
M
0
27099
27.93
A
4382127
D
Class A Stock
2018-04-10
4
J
0
27099
27.93
D
4355028
D
Common Stock
2018-04-10
4
J
0
27099
27.93
A
4382127
D
Common Stock
2018-04-10
4
S
0
1691
39.92
D
4380436
D
Common Stock
2018-04-10
4
S
0
25408
39.34
D
4355028
D
Class A Stock
2018-04-11
4
M
0
39047
27.93
A
4394075
D
Class A Stock
2018-04-11
4
J
0
39047
27.93
D
4355028
D
Common Stock
2018-04-11
4
J
0
39047
27.93
A
4394075
D
Common Stock
2018-04-11
4
S
0
39047
39.63
D
4355028
D
Class A Stock
2018-04-12
4
M
0
17714
27.93
A
4372742
D
Class A Stock
2018-04-12
4
J
0
17714
27.93
D
4355028
D
Common Stock
2018-04-12
4
J
0
17714
27.93
A
4372742
D
Common Stock
2018-04-12
4
S
0
17714
39.92
D
4355028
D
Employee Stock Option (right to buy)
27.93
2018-04-10
4
M
0
27099
0
D
2018-09-24
Class A Stock
27099
56761
D
Employee Stock Option (right to buy)
27.93
2018-04-11
4
M
0
39047
0
D
2018-09-24
Class A Stock
39047
17714
D
Employee Stock Option (right to buy)
27.93
2018-04-12
4
M
0
17714
0
D
2018-09-24
Class A Stock
17714
0
D
Represents the exercise of stock options due to expire on September 24, 2018.
Represents the conversion of Class A Stock to Common Stock.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.91-$39.92, inclusive. The reporting person undertakes to provide to Scholastic Corporation, any holder of Scholastic Corporation stock or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $38.85-$39.71, inclusive. The reporting person undertakes to provide to Scholastic Corporation, any holder of Scholastic Corporation stock or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (4) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.45-$39.80, inclusive. The reporting person undertakes to provide to Scholastic Corporation, any holder of Scholastic Corporation stock or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (5) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.86-$40.01, inclusive. The reporting person undertakes to provide to Scholastic Corporation, any holder of Scholastic Corporation stock or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (6) to this Form 4.
See Exhibit 99.1 for a summary of holdings.
Employee stock options vest ratably over a four year period beginning with the first anniversary after the date of grant.
Richard Robinson, by Teresa M. Connelly, attorney-in-fact
2018-04-12
EX-99.1
2
footnotedickrapril2018.txt
SUMMARY OF HOLDINGS
Exhibit 99.1
Mr. Robinson is the beneficial owner of 4,355,028 shares of Common Stock.
Directly held shares includes 460,618 shares of Common Stock and 890,904
shares of Common Stock, which are receivable upon conversion
of 890,904 shares of Class A Stock, par value $.01 per share,
owned by Richard Robinson and 146,980 shares of Common Stock held in
the RR 2014 Trust, of which he is the trustee.
Indirectly held shares include: shares owned
by (i) the Trust under the Will of Maurice R. Robinson
(the "Maurice R. Robinson Trust"), as follows: (a) 1,683,092 shares
of Common Stock and (b) 648,620 shares of Common Stock which
are receivable upon conversion of 648,620
shares of Class A Stock, par value $.01
per share; and (ii) the Trust under the Will of Florence L.
Robinson (the "Florence L. Robinson Trust"), as follows: (a) 350,000
shares of Common Stock and (b) 116,676 shares of Common Stock
which are receivable upon conversion of 116,676 shares of Class A Stock,
par value $.01 share. Richard Robinson is one of six trustees
of the Maurice R. Robinson Trust, and one of two trustees of
the Florence L. Robinson Trust, with shared voting and investment power
with respect to the shares of Common Stock and Class A Stock
owned by the two trusts, respectively. The shares of
Class A Stock are convertible into shares of Common Stock,
at any time at the option of the holder thereof, on a
share-for-share basis; Also includes 46,170 shares of
Common Stock beneficially owned by his sons for which Mr. Robinson
is deemed the beneficial owner and 11,968 shares held in
the Scholastic 401(k) Savings and Retirement Plan.