Quad/Graphics (QUAD) CFO reports 114,992-share restricted stock grant

Rhea-AI Filing Summary

Quad/Graphics, Inc. reported that its CFO and Treasurer acquired 114,992 shares of Class A common stock on 01/01/2026. These shares are restricted stock granted under the Quad/Graphics, Inc. 2020 Omnibus Incentive Plan and are scheduled to vest on March 1, 2029. The transaction was recorded at a price of $0 per share, reflecting an equity compensation award rather than a market purchase. Following this grant, the officer beneficially owns 408,961 Class A shares directly, plus 619.9973 shares held indirectly through the company’s 401(a) Savings Plan based on information as of 12/31/2025.

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^*

Staniak Anthony

(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)
	CFO & Treasurer

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		114,992	A	$0	408,961(1)	D
Class A Common Stock								619.9973(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 114,992 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 Anthony C. Staniak	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.
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 Quad/Graphics (QUAD) report for its CFO?

The CFO and Treasurer of Quad/Graphics, Inc. reported acquiring 114,992 shares of Class A common stock on 01/01/2026 as an equity award.

What type of Quad/Graphics shares were granted to the CFO and when do they vest?

The officer received 114,992 shares of restricted Class A common stock under the 2020 Omnibus Incentive Plan, which are scheduled to vest on March 1, 2029.

What price was recorded for the Quad/Graphics restricted stock grant?

The 114,992 restricted shares were recorded at a price of $0 per share, indicating a compensatory grant rather than an open-market purchase.

How many Quad/Graphics shares does the CFO beneficially own after this transaction?

After the grant, the officer beneficially owns 408,961 Class A shares directly and an additional 619.9973 shares indirectly through the company’s 401(a) Savings Plan.

Under which plan was the Quad/Graphics restricted stock granted to the CFO?

The 114,992 restricted shares were granted under the Quad/Graphics, Inc. 2020 Omnibus Incentive Plan.

How were the indirect Quad/Graphics share holdings of the CFO determined?

The 619.9973 indirectly held shares were acquired under the Company Savings Plan, based on information furnished by the plan administrator as of 12/31/2025.