Quad/Graphics (NYSE: QUAD) EVP reports 42,590-share restricted stock grant

Rhea-AI Filing Summary

Quad/Graphics, Inc. insider grant and updated holdings disclosed. Executive Vice President and Chief Administrative Officer Donald M. McKenna reported receiving 42,590 shares of Class A common stock on 01/01/2026. These are restricted shares granted under the Quad/Graphics, Inc. 2020 Omnibus Incentive Plan and are scheduled to vest on March 1, 2029.

After this grant, McKenna beneficially owns 186,422 shares of Class A common stock directly, including the 42,590 restricted shares, and 548.599 shares indirectly through a Company 401(a) Savings Plan based on information as of 12/31/2025. The filing is made by one reporting person and reflects his role as an officer of Quad/Graphics, Inc. (NYSE: QUAD).

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

OMB APPROVAL

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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^*

McKenna Donald M

(Last) (First) (Middle)

C/O QUAD/GRAPHICS, INC.

N61 W23044 HARRY'S WAY

(Street)

SUSSEX WI 53089

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Quad/Graphics, Inc. [ QUAD ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Administrative Ofcr

3. Date of Earliest Transaction (Month/Day/Year)
01/01/2026

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
Class A Common Stock	01/01/2026		A		42,590	A	$0	186,422(1)	D
Class A Common Stock								548.599(2)	I	By 401(a) Plan

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. Includes 42,590 shares of restricted stock, granted under the Quad/Graphics, Inc. 2020 Omnibus Incentive Plan, that will vest on March 1, 2029.

2. Shares acquired under the Company Savings Plan based on information furnished by the Plan Administrator as of 12/31/2025.

	/s/ Alexander N. Pyke, attorney-in-fact for Donald M. McKenna	01/05/2026
	** 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.
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FAQ

What insider transaction did Quad/Graphics (QUAD) report for Donald M. McKenna?

Donald M. McKenna, Executive Vice President and Chief Administrative Officer of Quad/Graphics, Inc., reported a grant of 42,590 shares of Class A common stock on 01/01/2026 under the company’s 2020 Omnibus Incentive Plan.

Are the 42,590 Quad/Graphics (QUAD) shares granted to McKenna restricted stock?

Yes. The 42,590 shares reported for Donald M. McKenna are restricted stock granted under the Quad/Graphics, Inc. 2020 Omnibus Incentive Plan and are scheduled to vest on March 1, 2029.

How many Quad/Graphics (QUAD) shares does Donald M. McKenna own after the reported transaction?

Following the reported grant, Donald M. McKenna beneficially owns 186,422 shares of Quad/Graphics Class A common stock directly, which includes the 42,590 restricted shares scheduled to vest in 2029.

What indirect Quad/Graphics (QUAD) holdings does McKenna report?

In addition to his direct holdings, Donald M. McKenna reports 548.599 shares of Quad/Graphics Class A common stock held indirectly through a Company 401(a) Savings Plan, based on information from the plan administrator as of 12/31/2025.

What is Donald M. McKenna’s role at Quad/Graphics (QUAD) in this Form 4 filing?

In the filing, Donald M. McKenna is identified as an officer of Quad/Graphics, Inc., serving as Executive Vice President, Chief Administrative Officer.

Is this Quad/Graphics (QUAD) Form 4 filed by more than one reporting person?

No. The report indicates it is a Form filed by one reporting person, specifically for Donald M. McKenna.