0001179110-19-010132.txt : 20190905 0001179110-19-010132.hdr.sgml : 20190905 20190905172436 ACCESSION NUMBER: 0001179110-19-010132 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190903 FILED AS OF DATE: 20190905 DATE AS OF CHANGE: 20190905 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: 191078023 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 2019-09-03 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 Common Stock 2019-09-03 4 M 0 28514 35.09 A 3992411 D Common Stock 2019-09-03 4 F 0 12988 35.09 D 3979423 D Restricted Stock Units 2019-09-03 4 M 0 28514 30.38 D 2019-09-03 2019-09-03 Common Stock 28514 0 D Restricted stock units ("RSUs") acquired by the reporting person on 9/1/2015 under the MSPP in lieu of cash bonus; converted into shares of Common Stock on a one-for-one basis on 9/3/2019, the first business day following expiration of the deferral period selected by the reporting person. RSU price is equal to 75% of the lowest closing price for the underlying Common Stock in the fiscal quarter ended August 31, 2015. Includes an increase of 999 shares in the 401(k) Plan since the last report. See Exhibit 99.1 Richard Robinson, by Teresa M. Connelly, Esq., Attorney-in-fact 2019-09-05 EX-99.1 2 footnotedickrsept2019.txt SUMMARY OF HOLDINGS Exhibit 99.1 Mr. Robinson is the beneficial owner of 3,979,423 shares of Common Stock. Directly held shares includes 729,482 shares of Common Stock, (of which 146,980 shares were previously held in the RR 2014 Trust of which Mr. Robinson is the trustee) 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. 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) 1,183,092 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 48,120 shares of Common Stock beneficially owned by his sons for which Mr. Robinson is deemed the beneficial owner and 12,529 shares held in the Scholastic 401(k) Savings and Retirement Plan.