Quadracci J Joel 4
4 · Quad/Graphics, Inc. · Filed Mar 3, 2026
Research Summary
AI-generated summary of this filing
Quad/Graphics (QUAD) CEO J. Joel Quadracci Withholds 176,536 Shares
What Happened
J. Joel Quadracci, Chairman & CEO (and a director) of Quad/Graphics, had 176,536 shares withheld to satisfy tax withholding obligations related to the vesting of previously issued restricted stock. The withholding was recorded on 2026-03-01 at an effective price of $6.91 per share, for a total value of approximately $1,219,864. This was a tax-withholding disposition (code F), not an open-market sale signaling a change in sentiment.
Key Details
- Transaction date: 2026-03-01; reported on Form 4 filed 2026-03-03 (appears filed within the standard 2-business-day window).
- Shares withheld/disposed: 176,536 at $6.91 per share; total ≈ $1,219,864.
- Transaction code: F — shares withheld to pay tax liability upon vesting of restricted stock (cashless withholding).
- Shares owned after transaction: not specified in the excerpt provided.
- Relevant footnotes: F1 confirms withholding to pay taxes on vested restricted stock. F3 notes Class B common stock converts 1-for-1 to Class A; F4–F8 relate to certain trust holdings/disclaimer of beneficial ownership.
Context
Tax-withholding dispositions are routine administrative actions when restricted stock vests and should not be read as an intentional sale of shares on the open market. The shares were retained by the company (or withheld) to cover taxes rather than sold by the insider into the market.
Insider Transaction Report
- Tax Payment
Class A Common Stock
[F1]2026-03-01$6.91/sh−176,536$1,219,864→ 2,424,441 total
- 4,456.688(indirect: By 401(a) Plan)
Class A Common Stock
[F2] - 229,364
Class B Common Stock
[F3]→ Class A Common Stock (229,364 underlying) - 2,354(indirect: By Trust)
Class B Common Stock
[F3][F4]→ Class A Common Stock (2,354 underlying) - 2,354(indirect: By Trust)
Class B Common Stock
[F3][F5]→ Class A Common Stock (2,354 underlying) - 120,009(indirect: By Trust)
Class B Common Stock
[F3][F6]→ Class A Common Stock (120,009 underlying) - 2,354(indirect: By Trust)
Class B Common Stock
[F3][F7]→ Class A Common Stock (2,354 underlying) - 2,354(indirect: By Trust)
Class B Common Stock
[F3][F8]→ Class A Common Stock (2,354 underlying)
Footnotes (8)
- [F1]Reflects payment of tax liability by withholding shares of stock incident to the vesting of restricted stock previously issued.
- [F2]Shares acquired under the Company Savings Plan based on information furnished by the Plan Administrator as of 02/28/2026.
- [F3]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.
- [F4]As Trustee for the Alexander Q. Harned 2007 Trust. The reporting person is a trustee of the trust and/or 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.
- [F5]As Trustee for the Elizabeth Quadracci Harned 2003 Trust. The reporting person is a trustee of the trust and/or 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.
- [F6]As Trustee for the HVQ 1992 Descendants Trust f/b/o J. Joel Quadracci. The reporting person is a trustee of the trust and/or 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.
- [F7]As Trustee for the Kathryn B. Harned 2004 Trust. The reporting person is a trustee of the trust and/or 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.
- [F8]As Trustee for the William V. Harned 2006 Trust. The reporting person is a trustee of the trust and/or 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.