Harned Christopher B 4
4 · Quad/Graphics, Inc. · Filed May 22, 2026
Research Summary
AI-generated summary of this filing
Quad/Graphics Director Christopher B. Harned Receives 19,178-Share Award
What Happened
Christopher B. Harned, a director of Quad/Graphics, was granted 19,178 deferred stock units (DSUs) under the Quad/Graphics, Inc. 2020 Omnibus Incentive Plan on May 20, 2026. The grant was recorded at $0.00 per unit (no cash paid). These DSUs represent a future right to Class A common stock and are scheduled to be delivered on May 20, 2028 unless the reporting person elects to defer or delivery occurs upon separation from service. The filing reports additional DSUs that accrued from dividend payments.
Key Details
- Transaction date: 2026-05-20; Form 4 filed: 2026-05-22 (filed timely).
- Transaction type/code: Award/Grant (Code A) — 19,178 DSUs @ $0.00.
- Dividend accruals: Includes 2,571 additional DSUs from dividend payments on previously granted DSUs (Footnote F1).
- Delivery / vesting: DSUs will be delivered May 20, 2028 unless deferred or on separation (Footnote F2).
- Plan: Quad/Graphics, Inc. 2020 Omnibus Incentive Plan.
- Beneficial ownership note: Reporting person is Trustee of Winderful Foundation Inc.; disclaims beneficial ownership except to extent of pecuniary interest (Footnote F3).
- Class conversion: Class B common stock converts to Class A on a 1-for-1 basis at no cost (Footnote F4).
Context
This was a compensation-related grant (an award), not an open-market purchase or sale—such awards are routine for directors and do not by themselves indicate trading sentiment. The DSUs carry dividend accrual provisions that convert into additional DSUs and are deferred for future delivery, so the economic exposure is delayed until delivery or separation.
Insider Transaction Report
- Award
Class A Common Stock
[F1][F2]2026-05-20+19,178→ 300,533 total
- 50,205(indirect: By Trust)
Class A Common Stock
[F3] - 265,355(indirect: By Spouse)
Class A Common Stock
- 234,012(indirect: By Spouse)
Class B Common Stock
[F4]→ Class A Common Stock (234,012 underlying) - 2,888(indirect: By Trust)
Class B Common Stock
[F4][F3]→ Class A Common Stock (2,888 underlying)
Footnotes (4)
- [F1]Includes 2,571 additional deferred stock units resulting from the payment of dividends on the class A common stock underlying deferred stock units previously granted.
- [F2]Includes 19,178 shares attributable to deferred stock units granted under the Quad/Graphics, Inc. 2020 Omnibus Incentive Plan that will be delivered to the reporting person on May 20, 2028 unless deferred by the reporting person, or on separation from service. Any dividend or other distribution paid with respect to class A common stock underlying the deferred stock units shall accrue and be converted into additional deferred stock units based on the closing price of class A common stock on any such dividend payable date.
- [F3]As Trustee of Winderful Foundation Inc. The reporting person is a trustee of the foundation 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.
- [F4]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.