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Filing Details

Accession Number:: 0001140361-16-089557
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-12-13 17:07:43
Reporting Period:: 2016-12-09

Filing Date:: 2016-12-13
Accepted Time:: 2016-12-13 17:07:43
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1481792	Quadaphics Inc.	QUAD	Commercial Printing (2750)	391152983

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1495363	Joel J Quadracci	C/O Quad/Graphics, Inc. N61 W23044 Harry'S Way Sussex WI 53089	Chairman, Pres. & Ceo	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Disposition	2016-12-09	25,000	$26.19	173,353	No	4	S	Indirect	As trustee - HRQ 2010 Tr
Class A Common Stock	Disposition	2016-12-09	25,000	$26.37	148,353	No	4	S	Indirect	As trustee - HRQ 2010 Tr
Class A Common Stock	Disposition	2016-12-12	9,400	$26.25	138,953	No	4	S	Indirect	As trustee - HRQ 2010 Tr
Class A Common Stock	Disposition	2016-12-13	15,600	$26.25	123,353	No	4	S	Indirect	As trustee - HRQ 2010 Tr
Class A Common Stock	Disposition	2016-12-13	25,000	$26.75	98,353	No	4	S	Indirect	As trustee - HRQ 2010 Tr

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	As trustee - HRQ 2010 Tr
No	4	S	Indirect	As trustee - HRQ 2010 Tr
No	4	S	Indirect	As trustee - HRQ 2010 Tr
No	4	S	Indirect	As trustee - HRQ 2010 Tr
No	4	S	Indirect	As trustee - HRQ 2010 Tr

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	926,624	Direct
Class A Common Stock	5,524	Indirect	By 401(a) Plan

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Stock Options (Right to Buy)	$13.47	2021-11-18	4,410	4,410	Direct
Class A Common Stock	Stock Options (Right to Buy)	$13.47	2021-11-18	5,250	5,250	Direct
Class A Common Stock	Stock Options (Right to Buy)	$13.47	2021-11-18	6,825	6,825	Direct
Class A Common Stock	Stock Options (Right to Buy)	$13.47	2021-11-18	3,675	3,675	Direct
Class A Common Stock	Stock Options (Right to Buy)	$13.47	2021-11-18	3,938	3,938	Direct
Class A Common Stock	Stock Options (Right to Buy)	$13.47	2021-11-18	9,000	9,000	Direct
Class A Common Stock	Stock Options (Right to Buy)	$13.47	2021-11-18	4,250	4,250	Direct
Class A Common Stock	Stock Options (Right to Buy)	$29.37	2018-01-31	100,000	100,000	Direct
Class A Common Stock	Stock Options (Right to Buy)	$15.37	2019-01-31	100,000	100,000	Direct
Class A Common Stock	Stock Options (Right to Buy)	$16.62	2020-01-31	150,000	150,000	Direct
Class A Common Stock	Stock Options (Right to Buy)	$41.26	2021-01-01	119,643	119,643	Direct
Class A Common Stock	Stock Options (Right to Buy)	$14.14	2022-01-01	39,881	39,881	Direct
Class A Common Stock	Class B Common Stock	$0.00		233,568	233,568	Direct
Class A Common Stock	Class B Common Stock	$0.00		92	92	Indirect
Class A Common Stock	Class B Common Stock	$0.00		92	92	Indirect
Class A Common Stock	Class B Common Stock	$0.00		92	92	Indirect
Class A Common Stock	Class B Common Stock	$0.00		92	92	Indirect
Class A Common Stock	Class B Common Stock	$0.00		120,009	120,009	Indirect
Class A Common Stock	Class B Common Stock	$0.00		5,480	5,480	Indirect
Class A Common Stock	Class B Common Stock	$0.00		5,480	5,480	Indirect
Class A Common Stock	Class B Common Stock	$0.00		5,480	5,480	Indirect
Class A Common Stock	Class B Common Stock	$0.00		113,741	113,741	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2021-11-18	4,410	4,410	Direct
2021-11-18	5,250	5,250	Direct
2021-11-18	6,825	6,825	Direct
2021-11-18	3,675	3,675	Direct
2021-11-18	3,938	3,938	Direct
2021-11-18	9,000	9,000	Direct
2021-11-18	4,250	4,250	Direct
2018-01-31	100,000	100,000	Direct
2019-01-31	100,000	100,000	Direct
2020-01-31	150,000	150,000	Direct
2021-01-01	119,643	119,643	Direct
2022-01-01	39,881	39,881	Direct
	233,568	233,568	Direct
	92	92	Indirect
	92	92	Indirect
	92	92	Indirect
	92	92	Indirect
	120,009	120,009	Indirect
	5,480	5,480	Indirect
	5,480	5,480	Indirect
	5,480	5,480	Indirect
	113,741	113,741	Indirect

Footnotes

These shares were previously received in the finalization of the estate of Elizabeth E. Quadracci, a co-founder and former director of the Company who died in 2013. As a result of the estate tax finalization, the beneficiaries of the estate received additional shares of class A common stock and class B common stock of the Company and, in light of their already extensive holdings, the beneficiaries have sold, or intend to sell, some of the class A shares received from the estate for diversification purposes. These planned sales will not have a material impact on the Quadracci family's ownership or control of the Company.
The price in Column 4 is a weighted average price. The prices actually received ranged from $26.03 to $26.46. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price.
As Trustee for the H. Richard Quadracci 2010 Trust. The reporting person is a trustee of the trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
The price in Column 4 is a weighted average price. The prices actually received ranged from $26.13 to $26.485. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price.
The price in Column 4 is a weighted average price. The prices actually received ranged from $26.25 to $26.265. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price.
The price in Column 4 is a weighted average price. The prices actually received ranged from $26.75 to $26.77. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price.
Became exercisable as to 3,307 shares on May 14, 2012, and become exercisable ratably over the next two years with respect to the remaining shares beginning on November 18, 2012.
Became exercisable as to 3,150 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012.
Became exercisable as to 1,575 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012.
Became exercisable as to 3,500 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012.
Became exercisable as to 1,500 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012.
Became exercisable as to 40,000 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012.
Became exercisable as to 30,000 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012.
Became exercisable in three equal annual installments beginning on January 1, 2013.
Vests and becomes exercisable in three equal annual installments beginning on January 1, 2014.
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.
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.
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.
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.
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.
As Trustee for the HVQ 1992 Descendants Trust f/b/o J. Joel Quadracci. The reporting person is a trustee of the trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
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.
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.
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.