Quad/Graphics (QUAD) director Beth-Ann Eason receives 19,178 deferred stock units

Rhea-AI Filing Summary

Eason Beth-Ann reported acquisition or exercise transactions in this Form 4 filing.

Quad/Graphics director Beth-Ann Eason received an equity grant of 19,178 deferred stock units tied to Class A Common Stock. The grant was recorded at a price of $0.00 per share, reflecting a compensation award rather than an open‑market purchase.

The footnote explains these 19,178 units are deferred stock units granted under the Quad/Graphics, Inc. 2020 Omnibus Incentive Plan. They are scheduled to be delivered to Eason on May 20, 2028, unless she elects to defer them further or separates from service earlier.

After this award, Eason’s direct holdings reported for this security increased to 86,321 shares. Any dividends or other distributions on the underlying Class A Common Stock will accrue as additional deferred stock units based on the closing share price on each dividend payable date.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Eason Beth-Ann

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	19,178	$0.00	--

Holdings After Transaction: Class A Common Stock — 86,321 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Deferred stock units granted: 19,178 units Grant price per share: $0.00 per share Holdings after transaction: 86,321 shares +1 more

4 metrics

Deferred stock units granted 19,178 units Equity award on May 20, 2026

Grant price per share $0.00 per share Reported transaction price for the award

Holdings after transaction 86,321 shares Total direct Class A position following the grant

Scheduled delivery date May 20, 2028 Planned delivery of deferred stock units unless further deferred

Key Terms

deferred stock units, 2020 Omnibus Incentive Plan, separation from service, dividend or other distribution, +1 more

5 terms

deferred stock units financial

"Includes 19,178 shares attributable to deferred stock units granted under the Quad/Graphics, Inc. 2020 Omnibus Incentive Plan..."

Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.

2020 Omnibus Incentive Plan financial

"deferred stock units granted under the Quad/Graphics, Inc. 2020 Omnibus Incentive Plan that will be delivered..."

separation from service financial

"...will be delivered to the reporting person on May 20, 2028 unless deferred by the reporting person, or on separation from service."

dividend or other distribution financial

"Any dividend or other distribution paid with respect to class A common stock underlying the deferred stock units shall accrue..."

closing price financial

"...shall accrue and be converted into additional deferred stock units based on the closing price of class A common stock on any such dividend payable date."

Form 4 Insider Transactions: What Each Field Means →

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

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^*

Eason Beth-Ann

(Last) (First) (Middle)

C/O QUAD/GRAPHICS, INC.

N61 W23044 HARRY'S WAY

(Street)

SUSSEX WISCONSIN 53089

(City) (State) (Zip)

UNITED STATES

(Country)

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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	05/20/2026		A		19,178	A	$0	86,321(1)	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. Includes 19,178 shares attributable to deferred stock units granted under the Quad/Graphics, Inc. 2020 Omnibus Incentive Plan that will be delivered to the reporting person on May 20, 2028 unless deferred by the reporting person, or on separation from service. Any dividend or other distribution paid with respect to class A common stock underlying the deferred stock units shall accrue and be converted into additional deferred stock units based on the closing price of class A common stock on any such dividend payable date.

	/s/ Alexander N. Pyke, attorney-in-fact for Beth-Ann Eason	05/22/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Quad/Graphics (QUAD) director Beth-Ann Eason report in this Form 4?

Beth-Ann Eason reported receiving 19,178 deferred stock units tied to Quad/Graphics Class A Common Stock as a compensation award. The grant increased her direct reported holdings in this security to 86,321 shares after the transaction date of May 20, 2026.

How many Quad/Graphics (QUAD) shares were granted to Beth-Ann Eason and at what price?

Eason was granted 19,178 deferred stock units linked to Class A Common Stock at a reported price of $0.00 per share. This zero price indicates a compensation grant, not an open‑market purchase, and reflects shares awarded under the company’s 2020 Omnibus Incentive Plan.

When will Beth-Ann Eason receive the deferred stock units reported for Quad/Graphics (QUAD)?

The 19,178 deferred stock units are scheduled to be delivered to Eason on May 20, 2028. The footnote adds they may instead be delivered upon her separation from service or later if she elects an additional deferral under the plan’s terms.

How did this Form 4 transaction change Beth-Ann Eason’s Quad/Graphics (QUAD) holdings?

Following the grant, Eason’s direct holdings of Quad/Graphics Class A Common Stock reported in the filing total 86,321 shares. The 19,178 newly granted deferred stock units are included in this figure, reflecting an increase in her equity-based position with the company.

What happens to dividends on Quad/Graphics (QUAD) shares underlying Beth-Ann Eason’s deferred stock units?

Any dividend or other distribution on the Class A Common Stock underlying Eason’s deferred stock units will accrue as additional deferred stock units. The number of new units is based on the closing stock price on each dividend payable date, compounding her deferred equity stake over time.

Is Beth-Ann Eason’s Quad/Graphics (QUAD) Form 4 a stock purchase or a compensation award?

The Form 4 reflects a compensation-related equity award, not a market purchase. Eason received 19,178 deferred stock units at a price of $0.00 per share under the 2020 Omnibus Incentive Plan, which is typical for director or executive stock-based compensation grants.