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Filing Details

Accession Number:: 0000950142-20-000923
Form Type:: 4/A
Zero Holdings:: No
Publication Time:: 2020-03-26 15:59:37
Reporting Period:: 2020-02-27

Accepted Time:: 2020-03-26 15:59:37
Original Submission Date:: 2020-03-02
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1580156	Houghton Mifflin Harcourt Co	HMHC	Books: Publishing Or Publishing & Printing (2731)	271566372

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1720813	M. Matthew Fields	C/O Houghton Mifflin Harcourt Co., 125 High Street Boston MA 02110	See Remarks.	No	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
Common Stock	Acquisiton	2020-02-27	7,619	$0.00	18,730	No	4	M	Direct
Common Stock	Acquisiton	2020-03-05	6,881	$0.00	25,611	No	4	M	Direct
Common Stock	Disposition	2020-03-05	4,310	$4.65	21,301	No	4	S	Direct
Common Stock	Disposition	2020-03-11	3,672	$4.02	17,629	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	M	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Restricted Stock Units	Disposition	2020-02-27	7,619	$0.00	7,619	$0.00
Common Stock	Restricted Stock Units	Disposition	2020-03-05	6,881	$0.00	6,881	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
7,619			No	4	M	Direct
13,764			No	4	M	Direct

Footnotes

7,619 restricted stock units held by Mr. Fields vested on February 27, 2020 and were settled in exchange for a like amount of shares of Houghton Mifflin Harcourt Company?s (the ?Company?) common stock, subject to the Company?s sale of 4,310 shares of common stock to satisfy withholding obligations in connection with federal, state, local or other taxes required to be withheld or paid in connection with the settlement of the restricted stock units.
6,881 restricted stock units held by Mr. Fields vested on March 5, 2020 and were settled in exchange for a like amount of shares of the Company?s common stock, subject to the Company?s sale of 3,672 shares of common stock to satisfy withholding obligations in connection with federal, state, local or other taxes required to be withheld or paid in connection with the settlement of the restricted stock units.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.63 to $4.98, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (3) and (4) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.00 to $4.25, inclusive.
Each restricted stock unit represents a contingent right to receive one share of the Company?s common stock.
The remaining restricted stock unit shall vest on February 27, 2021, subject to continued employment with the Company.
The remaining restricted stock unit shall vest in two equal installments on March 5, 2021 and March 5, 2022, subject to continued employment with the company.