Form 4: Quad/Graphics CEO J. Joel Quadracci Reports Share Transactions

Quad/Graphics CEO J. Joel Quadracci reported the acquisition of 197,015 shares of restricted stock and other transactions related to his beneficial ownership.

Summary

• J. Joel Quadracci, the Chairman, President, and CEO of Quad/Graphics, Inc., filed a Form 4 detailing changes in his beneficial ownership of the company's stock.
• The report includes the acquisition of 197,015 shares of Class A Common Stock as restricted stock, which will vest on March 1, 2028, contingent on shareholder approval at the May 21, 2025 annual meeting.
• Additionally, the report shows that Mr. Quadracci beneficially owns 2,341,049 shares of Class A Common Stock directly and 4,243.1708 shares indirectly through a 401(a) plan.
• The report also details indirect ownership of Class A Common Stock through various trusts where Mr. Quadracci serves as trustee, including the Alexander Q. Harned 2007 Trust, the Elizabeth Quadracci Harned 2003 Trust, the HVQ 1992 Descendants Trust, the Kathryn B. Harned 2004 Trust, and the William V. Harned 2006 Trust.
• These trusts hold varying amounts of Class A Common Stock, and Mr. Quadracci disclaims beneficial ownership except to the extent of his pecuniary interest.

Sentiment

Score: 7

Explanation: The document is a routine disclosure of insider transactions, which is generally neutral. The acquisition of restricted stock is a positive sign of alignment with the company's long-term goals.

Positives

• The acquisition of restricted stock aligns the CEO's interests with the long-term performance of the company.
• The significant number of shares held by the CEO demonstrates a strong commitment to the company.

Risks

• The vesting of the restricted stock is contingent on shareholder approval, which introduces a potential risk if the approval is not obtained.
• The indirect ownership through trusts adds complexity to the ownership structure.

Future Outlook

The vesting of the restricted stock is contingent on shareholder approval at the company's annual meeting on May 21, 2025.

Industry Context

This filing is a routine disclosure of insider transactions, which is common for publicly traded companies. It provides transparency into the ownership changes of key executives.

Comparison to Industry Standards

• Form 4 filings are standard practice for publicly traded companies in the US, and this filing is consistent with those requirements.
• The level of detail provided is typical for these types of filings, including the disclosure of direct and indirect ownership, as well as the terms of restricted stock grants.
• Other companies such as RR Donnelley (RRD) and LSC Communications (LKSD) also have similar filings when their executives trade shares.

Stakeholder Impact

• Shareholders will be interested in the changes in ownership by the CEO.
• The vesting of restricted stock aligns the CEO's interests with the long-term performance of the company, which is generally positive for shareholders.

Next Steps

• Shareholder approval will be required at the annual meeting on May 21, 2025, for the vesting of the restricted stock.
• The company will continue to file Form 4s as required for any future changes in beneficial ownership.

Key Dates

Keywords

Quad/Graphics, J. Joel Quadracci, Form 4, Beneficial Ownership, Restricted Stock, Share Transactions, Trusts, Class A Common Stock, SEC Filing