Director Steven Reinemund adds 58,000 McGraw Hill (MH) shares via family trust

Rhea-AI Filing Summary

McGraw Hill, Inc. director Steven Reinemund reported an open-market purchase of McGraw Hill common stock through The Gail T Reinemund Irrevocable Trust FBO. The trust bought 58,000 shares at a weighted average price of $13.70 per share, with individual trade prices ranging from $13.415 to $13.895. After this transaction, the trust held 73,710 indirectly owned shares, while Reinemund also reported 10,882 shares held directly.

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).

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^*

REINEMUND STEVEN

(Last) (First) (Middle)

8787 ORION PLACE

(Street)

COLUMBUS OH 43240

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
McGraw Hill, Inc. [ MH ]

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)
02/17/2026

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
Common Stock	02/17/2026		P		58,000	A	$13.7(1)	73,710	I(2)	By The Gail T Reinemund Irrevocable Trust FBO
Common Stock								10,882	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. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $13.415 to $13.895, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer 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 range.

2. The reporting person indirectly beneficially owns these securities through The Gail T Reinemund Irrevocable Trust FBO. The reporting person is trustee of the trust, and members of his immediate family are the sole beneficiaries of the trust.

	/s/ David B. Stafford, Attorney-in-Fact	02/19/2026
	** 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 insider transaction did McGraw Hill (MH) director Steven Reinemund report?

Steven Reinemund reported an indirect open-market purchase of 58,000 McGraw Hill (MH) common shares. The shares were bought through The Gail T Reinemund Irrevocable Trust FBO at a weighted average price of $13.70 per share, according to the Form 4 filing.

At what prices were the McGraw Hill (MH) shares purchased in this Form 4?

The reported weighted average purchase price was $13.70 per share for McGraw Hill (MH). Individual trades occurred at prices ranging from $13.415 to $13.895 per share, as disclosed in the Form 4 footnotes describing the transaction details.

How many McGraw Hill (MH) shares does the Reinemund trust hold after the transaction?

Following the reported purchase, The Gail T Reinemund Irrevocable Trust FBO holds 73,710 McGraw Hill (MH) common shares indirectly. Steven Reinemund is trustee of this trust, and members of his immediate family are its sole beneficiaries, according to the Form 4 disclosure.

Does Steven Reinemund have direct ownership of McGraw Hill (MH) shares?

Yes. In addition to the trust’s holdings, Steven Reinemund reported 10,882 McGraw Hill (MH) common shares held under direct ownership. This direct position is listed separately from the indirect trust ownership in the Form 4 filing summary table.

Who actually holds the McGraw Hill (MH) shares from the reported purchase?

The newly purchased McGraw Hill (MH) shares are held by The Gail T Reinemund Irrevocable Trust FBO. Steven Reinemund is the trustee, and his immediate family members are the sole beneficiaries, so the ownership is reported as indirect on the Form 4.