Form 4: Quad/Graphics CEO Reports Routine Stock Transactions

Quad/Graphics Chairman and CEO J. Joel Quadracci reported the disposition of shares for tax liability and acquisition of shares through a company savings plan.

Summary

• J. Joel Quadracci, Chairman & CEO, Director, and 10% Owner of Quad/Graphics, Inc. (QUAD), reported changes in his beneficial ownership.
• On March 1, 2026, 176,536 shares of Class A Common Stock were disposed of at a price of $6.91 per share. This transaction was for the payment of tax liability incident to the vesting of previously issued restricted stock.
• Following this disposition, Quadracci directly owns 2,424,441 shares of Class A Common Stock.
• Additionally, 4,456.6875 shares of Class A Common Stock were acquired indirectly through the Company Savings Plan, based on information furnished by the Plan Administrator as of February 28, 2026.
• Quadracci also holds various amounts of Class B Common Stock, which is convertible into Class A Common Stock on a 1-for-1 basis at no cost and has no expiration date. This includes 229,364 shares held directly and additional shares held indirectly as trustee for several family trusts.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, reporting routine insider transactions related to compensation and a company savings plan, with no significant positive or negative implications for the company's operational or financial performance.

Positives

• Acquisition of 4,456.6875 Class A Common Stock through the Company Savings Plan indicates continued participation in employee benefit programs and long-term investment in the company.

Negatives

• Disposition of 176,536 Class A Common Stock at $6.91 per share to cover tax liabilities, while a common practice for restricted stock vesting, represents a reduction in direct holdings.

Future Outlook

No forward-looking statements or guidance are provided in this filing.

Industry Context

StockSavvy.ai notes that insider transaction reports like this Form 4 are routine disclosures required by the SEC, providing transparency into executive stock ownership changes. While not indicative of broader industry trends, they offer insights into individual executive's holdings and compensation structures.

Related Party Transactions

• Indirect beneficial ownership of Class B Common Stock through various trusts (Alexander Q. Harned 2007 Trust, Elizabeth Quadracci Harned 2003 Trust, HVQ 1992 Descendants Trust f/b/o J. Joel Quadracci, Kathryn B. Harned 2004 Trust, William V. Harned 2006 Trust), where the reporting person is a trustee and/or a current or future beneficiary. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

Stakeholder Impact

• Shareholders: Provides transparency on executive stock ownership and compensation practices, confirming the Chairman & CEO's continued significant holdings.

Key Dates

Recommendation

This Form 4 reports routine insider transactions, specifically a tax-related disposition from restricted stock vesting and an acquisition through a company savings plan. These transactions are standard and do not indicate any fundamental change in the company's prospects or the executive's confidence beyond the mechanics of compensation. Therefore, a 'hold' recommendation is appropriate as there's no new information to warrant a change in investment thesis.

Keywords

Quad/Graphics, QUAD, J. Joel Quadracci, Insider Transaction, Form 4, Beneficial Ownership, Class A Common Stock, Class B Common Stock, Restricted Stock, Tax Liability, Company Savings Plan