Quad/Graphics director has 7,232 shares withheld for tax

Quad/Graphics director Kathryn Quadracci Flores reported a tax-related share disposition.

Rhea-AI Filing Summary

Quad/Graphics director Kathryn Quadracci Flores reported a tax-related share disposition. On March 1, 2026, 7,232 shares of Quad/Graphics Class A common stock were withheld at $6.91 per share to cover taxes due on the vesting of previously granted restricted stock. After this withholding, she directly held 100,018 Class A shares.

She is also listed as trustee for several family trusts that hold both Class A and Class B common stock, and she disclaims beneficial ownership of those securities except to the extent of her pecuniary interest. The filing notes that Class B common stock is convertible into Class A common stock on a 1-for-1 basis at no cost and has no expiration date.

Insider Trade Summary

Exercise Price or Tax Liability: 7,232 shares

Exercise Price or Tax Liability 8 txns

Insider Flores Kathryn Quadracci

Role Director

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Class A Common Stock	7,232	$6.91	$50K
holding	Class B Common Stock	--	--	--
holding	Class B Common Stock	--	--	--
holding	Class B Common Stock	--	--	--
holding	Class B Common Stock	--	--	--
holding	Class A Common Stock	--	--	--
holding	Class A Common Stock	--	--	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 100,018 shares (Direct); Class B Common Stock — 2,870 contracts (Indirect, As Trustee - DQ 2008 Trust); Class B Common Stock — 14,915 contracts (Indirect, As Trustee - HRQ 2014 Trust); Class B Common Stock — 2,870 contracts (Indirect, As Trustee - HVQ 2003 Trust); Class B Common Stock — 2,868 contracts (Indirect, As Trustee - MAQ 2001 Trust); Class A Common Stock — 4,067 shares (Indirect, As Trustee - DQ 2008 Trust); Class A Common Stock — 4,067 shares (Indirect, As Trustee - HVQ 2003 Trust); Class A Common Stock — 4,067 shares (Indirect, As Trustee - MAQ 2001 Trust)

Footnotes (6)

1. F1. Reflects payment of tax liability by withholding shares of stock incident to the vesting of restricted stock previously issued.
2. F2. As Trustee for the Danica Quadracci 2008 Trust. The reporting person is a trustee of the trust and/or is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein.
3. F3. As Trustee for the Halle Victoria Quadracci 2003 Trust. The reporting person is a trustee of the trust and/or is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein.
4. F4. As Trustee for the Meghan Angela Quadracci 2001 Trust. The reporting person is a trustee of the trust and/or is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein.
5. F5. Class B Common Stock is convertible into Class A Common Stock on a 1-for-1 basis at no cost and has no expiration date.
6. F6. As Trustee for the H. Richard Quadracci 2014 Trust. The reporting person is a trustee of the trust and/or is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein.

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Accepted by SEC EDGAR 03/03/2026 - 11:06 AM Learn about SEC filing dates

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^*

Flores Kathryn Quadracci

(Last) (First) (Middle)

C/O QUAD/GRAPHICS, INC.

N61 W23044 HARRY'S WAY

(Street)

SUSSEX WI 53089-3995

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		F		7,232(1)	D	$6.91	100,018	D
Class A Common Stock								4,067	I	As Trustee - DQ 2008 Trust(2)
Class A Common Stock								4,067	I	As Trustee - HVQ 2003 Trust(3)
Class A Common Stock								4,067	I	As Trustee - MAQ 2001 Trust(4)

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
Class B Common Stock	(5)							(5)	(5)	Class A Common Stock	2,870		2,870	I	As Trustee - DQ 2008 Trust(2)
Class B Common Stock	(5)							(5)	(5)	Class A Common Stock	14,915		14,915	I	As Trustee - HRQ 2014 Trust(6)
Class B Common Stock	(5)							(5)	(5)	Class A Common Stock	2,870		2,870	I	As Trustee - HVQ 2003 Trust(3)
Class B Common Stock	(5)							(5)	(5)	Class A Common Stock	2,868		2,868	I	As Trustee - MAQ 2001 Trust(4)

Explanation of Responses:

1. Reflects payment of tax liability by withholding shares of stock incident to the vesting of restricted stock previously issued.

2. As Trustee for the Danica Quadracci 2008 Trust. The reporting person is a trustee of the trust and/or is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein.

3. As Trustee for the Halle Victoria Quadracci 2003 Trust. The reporting person is a trustee of the trust and/or is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein.

4. As Trustee for the Meghan Angela Quadracci 2001 Trust. The reporting person is a trustee of the trust and/or is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein.

5. Class B Common Stock is convertible into Class A Common Stock on a 1-for-1 basis at no cost and has no expiration date.

6. As Trustee for the H. Richard Quadracci 2014 Trust. The reporting person is a trustee of the trust and/or is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein.

	/s/ Alexander N. Pyke, as attorney-in-fact for Kathryn Quadracci Flores	03/03/2026
	** 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.