Sec Form 4 Filing - Quadracci J Joel @ Quad/Graphics, Inc. - 2019-03-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Quadracci J Joel
2. Issuer Name and Ticker or Trading Symbol
Quad/Graphics, Inc. [ QUAD]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman, Pres & CEO
(Last) (First) (Middle)
C/O QUAD/GRAPHICS, INC., N61 W23044 HARRY'S WAY
3. Date of Earliest Transaction (MM/DD/YY)
03/01/2019
(Street)
SUSSEX, WI53089
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 03/01/2019 F( 1 ) 141,000 D $ 14.59 1,086,717 D
Class A Common Stock 4,085 I By 401(a) Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock ( 10 ) ( 2 ) ( 2 ) Class A Common Stock 229,364 229,364 D
Class B Common Stock ( 10 ) ( 2 ) ( 2 ) Class A Common Stock 2,354 2,354 I As Trustee - AQH Tr ( 4 )
Class B Common Stock ( 10 ) ( 2 ) ( 2 ) Class A Common Stock 2,354 2,354 I As Trustee - EQH Tr ( 5 )
Class B Common Stock ( 10 ) ( 2 ) ( 2 ) Class A Common Stock 5,480 5,480 I As Trustee - HVF Tr ( 6 )
Class B Common Stock ( 10 ) ( 2 ) ( 2 ) Class A Common Stock 120,009 120,009 I As Trustee - HVQ For Joel ( 7 )
Class B Common Stock ( 10 ) ( 10 ) ( 2 ) ( 2 ) Class A Common Stock 5,480 5,480 I As Trustee - IMF Tr ( 8 )
Class B Common Stock ( 10 ) ( 2 ) ( 2 ) Class A Common Stock 2,354 2,354 I As Trustee - KBH Tr ( 9 )
Class B Common Stock ( 10 ) ( 2 ) ( 2 ) Class A Common Stock 5,480 5,480 I As Trustee - KMF Tr ( 10 )
Class B Common Stock ( 10 ) ( 2 ) ( 2 ) Class A Common Stock 2,354 2,354 I As Trustee - WVH Tr ( 11 )
Stock Options (Right to Buy) $ 16.62 ( 3 ) 01/31/2020 Class A Common Stock 150,000 150,000 D
Stock Options (Right to Buy) $ 41.26 ( 3 ) 01/01/2021 Class A Common Stock 119,643 119,643 D
Stock Options (Right to Buy) $ 13.4708 ( 3 ) 11/18/2021 Class A Common Stock 6,825 6,825 D
Stock Options (Right to Buy) $ 13.4708 ( 3 ) 11/18/2021 Class A Common Stock 3,938 3,938 D
Stock Options (Right to Buy) $ 13.4708 ( 3 ) 11/18/2021 Class A Common Stock 9,000 9,000 D
Stock Options (Right to Buy) $ 13.4708 ( 3 ) 11/18/2021 Class A Common Stock 5,250 5,250 D
Stock Options (Right to Buy) $ 13.4708 ( 3 ) 11/18/2021 Class A Common Stock 4,250 4,250 D
Stock Options (Right to Buy) $ 13.47 ( 3 ) 11/18/2021 Class A Common Stock 4,410 4,410 D
Stock Options (Right to Buy) $ 13.4708 ( 3 ) 11/18/2021 Class A Common Stock 3,675 3,675 D
Stock Options (Right to Buy) $ 14.14 ( 3 ) 01/01/2022 Class A Common Stock 39,881 39,881 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Quadracci J Joel
C/O QUAD/GRAPHICS, INC.
N61 W23044 HARRY'S WAY
SUSSEX, WI53089
X Chairman, Pres & CEO
Signatures
/s/ Sherilyn R. Whitmoyer, attorney-in-fact for J. Joel Quadracci 03/05/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects payment of tax liability by withholding shares of stock incident to the vesting of restricted stock previously issued.
( 2 )Class B Common Stock is convertible into Class A Common Stock on a 1-for-1 basis at no cost and has no expiration date.
( 3 )All options are fully vested and currently exercisable.
( 4 )As Trustee for the Alexander Q. Harned 2007 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
( 5 )As Trustee for the Elizabeth Quadracci Harned 2003 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
( 6 )As Trustee for the Harry Virgil Quadracci Flores 2002 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
( 7 )As Trustee for the HVQ 1992 Descendants Trust for J. Joel Quadracci. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
( 8 )As Trustee for the Isabella Marion Flores 1999 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
( 9 )As Trustee for the Kathryn B. Harned 2004 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
( 10 )As Trustee for the Kaitlin Mary Flores 2000 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
( 11 )As Trustee for the William V. Harned 2006 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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