[Form 4] Graham Holdings Co Insider Trading Activity

Rhea-AI Filing Summary

Christopher C. Davis, a director of Graham Holdings Co (GHC), reported acquiring 23 shares of Class B Common Stock on 10/01/2025 under the company's Director Share Purchase Program, which allows directors to receive part of their fees in stock instead of cash. The reported transaction shows a price of $1,165.25 per share and increases his beneficial ownership to 5,541 shares. The Form 4 was signed on 10/02/2025 and lists the acquisition as a direct holding. The filer explains the shares were received in lieu of cash fees for director services.

Positive

• Director accepted equity in lieu of cash, increasing alignment with shareholders
• Beneficial ownership increased to 5,541 Class B shares

Negative

• None.

Insights

Corporate Governance Analyst

Director elected stock compensation of 23 shares increases direct ownership to 5,541 shares.

The filing documents a routine director compensation election where fees were taken in stock on 10/01/2025. This is a non-derivative, direct acquisition recorded at an explicit price of $1,165.25 per share.

This transaction is typically considered a governance signal of alignment with shareholder interests because the director accepted equity rather than cash, but the filing itself contains only the mechanics of the grant and ownership update.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Davis Christopher C

(Last) (First) (Middle)

C/O GRAHAM HOLDINGS 1812 NORTH MOORE ST.

SUITE 2100

(Street)

ARLINGTON VA 22209

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Graham Holdings Co [ GHC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

4. If Amendment, Date of 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

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)
			Code	V	Amount	(A) or (D)	Price
Class B Common Stock	10/01/2025		A(1)		23	A	$1,165.25	5,541	D

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Securities acquired pursuant to the Director's election under the Director Share Purchase Program to receive a portion of the fees received for service as a director in stock in lieu of cash.

Remarks:

	Nicole Maddrey for Christopher C. Davis	10/02/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

FAQ

What did Christopher C. Davis report on Form 4 for GHC?

He reported acquiring 23 shares of Class B Common Stock on 10/01/2025 under the Director Share Purchase Program.

At what price were the shares acquired according to the filing?

The Form 4 lists a transaction price of $1,165.25 per share.

How many GHC shares does Christopher C. Davis own after the transaction?

The filing shows he beneficially owns 5,541 shares following the reported acquisition.

Why were the shares issued to the director?

The shares were issued pursuant to the Director Share Purchase Program to receive a portion of director fees in stock instead of cash.

When was the Form 4 signed and filed?

The signature on the Form 4 is dated 10/02/2025.