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Graham Holdings (NYSE: GHC) director logs 6,000-share Class A for Class B exchange

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Graham Holdings Co director Katharine Weymouth reported an internal share exchange involving 6,000 shares. She acquired 6,000 shares of Class B Common Stock in an exchange transaction for an equivalent number of Class A shares and simultaneously disposed of 6,000 Class A shares in that exchange. The Form 4 characterizes these as "other" transactions rather than open‑market buys or sells. After the exchange, she holds 7,615 shares of Class B Common Stock directly and 30,000 shares of Class A Common Stock. Footnotes state that each share of Class A Common Stock is convertible into one share of Class B Common Stock at any time and has no expiration date.

Positive

  • None.

Negative

  • None.
Insider Weymouth Katharine
Role null
Type Security Shares Price Value
Other Class A Common Stock 6,000 $0.00 --
Other Class B Common Stock 6,000 $0.00 --
Holdings After Transaction: Class A Common Stock — 30,000 shares (Direct, null); Class B Common Stock — 7,615 shares (Direct, null)
Footnotes (1)
  1. Acquisition of Class B shares in an exchange transaction for the equivalent number of Class A shares. N/A Shares of Class A Common Stock are convertible into shares of Class B Common Stock at any time on a one-for-one basis and have no expiration date. Disposition of 6,000 Class A shares in an exchange transaction for the equivalent number of Class B shares.
Class B shares acquired 6,000 shares Acquisition in exchange for 6,000 Class A shares
Class A shares disposed 6,000 shares Disposition in exchange for 6,000 Class B shares
Class B holdings after transaction 7,615 shares Direct ownership following the exchange
Class A holdings after transaction 30,000 shares Direct ownership following the exchange
Restructuring shares total 12,000 shares Shares involved in J-code restructuring transactions
Form 4 regulatory
"Director Katharine Weymouth reported the transactions on a Form 4 insider filing."
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
Class A Common Stock financial
"Disposition of 6,000 Class A shares in an exchange transaction for the equivalent number of Class B shares."
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
Class B Common Stock financial
"Acquisition of Class B shares in an exchange transaction for the equivalent number of Class A shares."
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
Other acquisition or disposition regulatory
"The transaction code description is "Other acquisition or disposition" for these entries."
exchange transaction financial
"Acquisition of Class B shares in an exchange transaction for the equivalent number of Class A shares."
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Weymouth Katharine
(Last)(First)(Middle)
1812 NORTH MOORE STREET
SUITE 2100
(Street)
ARLINGTON VIRGINIA 22209
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Graham Holdings Co [ GHC ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class B Common Stock05/26/2026J(1)6,000A(2)7,615D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class A Common Stock(3)05/26/2026J(4)6,000 (3) (3)Class B Common Stock6,000(2)30,000D
Explanation of Responses:
1. Acquisition of Class B shares in an exchange transaction for the equivalent number of Class A shares.
2. N/A
3. Shares of Class A Common Stock are convertible into shares of Class B Common Stock at any time on a one-for-one basis and have no expiration date.
4. Disposition of 6,000 Class A shares in an exchange transaction for the equivalent number of Class B shares.
/s/ Nicole Maddrey, attorney-in-fact05/28/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did GHC director Katharine Weymouth report on this Form 4?

Katharine Weymouth reported an internal exchange of 6,000 shares. She acquired 6,000 Class B Common shares and disposed of 6,000 Class A shares in an exchange transaction, with no open‑market buying or selling disclosed in this filing.

Did Katharine Weymouth buy or sell Graham Holdings (GHC) shares on the open market?

The filing does not show open‑market buys or sells. It reports "other" code J transactions, describing an exchange of 6,000 Class A shares for 6,000 Class B shares, characterized as an internal restructuring rather than a market trade.

How many Graham Holdings Class B shares does Katharine Weymouth hold after this Form 4 transaction?

After the reported exchange, she holds 7,615 Class B Common shares directly. This reflects the acquisition of 6,000 Class B shares in exchange for 6,000 Class A shares, as detailed in the transaction and related footnote description.

What happened to Katharine Weymouth’s Class A Graham Holdings shares in this filing?

She disposed of 6,000 Class A shares in an exchange transaction. Those 6,000 Class A shares were exchanged for an equivalent number of Class B shares, and she is shown holding 30,000 Class A shares following the transaction.

What does transaction code J mean in the Graham Holdings Form 4 for Katharine Weymouth?

Transaction code J is labeled as "Other acquisition or disposition." Here, it reflects a restructuring-style exchange where 6,000 Class A shares were exchanged for 6,000 Class B shares, rather than a standard purchase or sale on the open market.