Edgar Filing: Quadracci J Joel

Ownership Submission

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 OF SECURITIES

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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3235-0287

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January 31, 2005

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(Print or Type Responses)

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.

3. Date of Earliest Transaction (Month/Day/Year)
11/20/2017

(Street)

SUSSEX, WI 53089

4. If Amendment, Date Original Filed(Month/Day/Year)

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 (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	11/20/2017		S		10,908	D	$ 21.7658	102,833	I	As Trustee - HRQ 2010 Tr ⁽¹⁾
Class A Common Stock	11/22/2017		S		56,569	D	$ 21.8271	46,264	I	As Trustee - HRQ 2010 Tr ⁽¹⁾
Class A Common Stock	11/28/2017		S		24,039	D	$ 21.8775	22,225	I	As Trustee - HRQ 2010 Tr ⁽¹⁾
Class A Common Stock	11/29/2017		S		22,225	D	$ 21.8637	0	I	As Trustee - HRQ 2010 Tr ⁽¹⁾
Class A Common Stock	01/01/2019		A		338,165 ⁽²⁾	A	$ 0	1,227,717 ⁽²⁾	D
Class A Common Stock								4,085 ⁽³⁾	I	By 401(a) Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

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 (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

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
(Month/Day/Year)

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Class B Common Stock

⁽⁴⁾

Class A Common Stock

233,568

Class B Common Stock

⁽⁴⁾

Class A Common Stock

2,354

As Trustee - AQH Tr ⁽⁵⁾

Class B Common Stock

⁽⁴⁾

Class A Common Stock

2,354

As Trustee - EQH Tr ⁽⁶⁾

Class B Common Stock

⁽⁴⁾

Class A Common Stock

5,480

As Trustee - HVF Tr ⁽⁷⁾

Class B Common Stock

⁽⁴⁾

Class A Common Stock

120,009

As Trustee - HVQ For Joel ⁽⁸⁾

Class B Common Stock ⁽⁴⁾

⁽⁴⁾

Class A Common Stock

5,480

As Trustee - IMF Tr ⁽⁹⁾

Class B Common Stock

⁽⁴⁾

Class A Common Stock

2,354

As Trustee - KBH Tr ⁽¹⁰⁾

Class B Common Stock

⁽⁴⁾

Class A Common Stock

5,480

As Trustee - KMF Tr ⁽¹¹⁾

Class B Common Stock

⁽⁴⁾

Class A Common Stock

2,354

As Trustee - WVH Tr ⁽¹²⁾

Stock Options (Right to Buy)

$ 15.37

⁽¹³⁾

01/31/2019

Class A Common Stock

100,000

Stock Options (Right to Buy)

$ 16.62

⁽¹³⁾

01/31/2020

Class A Common Stock

150,000

Stock Options (Right to Buy)

$ 41.26

⁽¹³⁾

01/01/2021

Class A Common Stock

119,643

Stock Options (Right to Buy)

$ 13.4708

⁽¹³⁾

11/18/2021

Class A Common Stock

4,410

Stock Options (Right to Buy)

$ 13.4708

⁽¹³⁾

11/18/2021

Class A Common Stock

6,825

Stock Options (Right to Buy)

$ 13.4708

⁽¹³⁾

11/18/2021

Class A Common Stock

3,938

Stock Options (Right to Buy)

$ 13.4708

⁽¹³⁾

11/18/2021

Class A Common Stock

9,000

Stock Options (Right to Buy)

$ 13.4708

⁽¹³⁾

11/18/2021

Class A Common Stock

5,250

Stock Options (Right to Buy)

$ 13.4708

⁽¹³⁾

11/18/2021

Class A Common Stock

4,250

Stock Options (Right to Buy)

$ 13.4708

⁽¹³⁾

11/18/2021

Class A Common Stock

3,675

Stock Options (Right to Buy)

$ 14.14

⁽¹³⁾

01/01/2022

Class A Common Stock

39,881

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Quadracci J Joel C/O QUAD/GRAPHICS, INC. SUSSEX, WI 53089	X		Chairman, Pres. & CEO

Signatures

/s/ Sherilyn R. Whitmoyer, attorney-in-fact for J. Joel Quadracci		01/03/2019
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	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.
(2)	Includes 338,165 shares of restricted stock, granted under the Quad/Graphics, Inc. 2010 Omnibus Incentive Plan, that will vest on March 1, 2022.
(3)	This number reflects distributions from the Plan that were exempt from Section 16 reporting.
(4)	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.
(5)	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.
(6)	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.
(7)	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.
(8)	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.
(9)	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.
(10)	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.
(11)	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.
(12)	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.
(13)	All options are fully vested and currently exercisable.

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