[Form 4] SCHOLASTIC CORP Insider Trading Activity

Rhea-AI Filing Summary

Chris Lick, Executive Vice President and General Counsel of Scholastic Corp (SCHL), reported a non-derivative acquisition of 9,309 shares of Scholastic common stock on 09/23/2025 at a price of $25.78 per share.

The filing shows 12,897 shares beneficially owned by Mr. Lick following the grant. The acquisition represents restricted stock units that vest in three equal annual installments beginning on the first anniversary of the grant date. The Form 4 was signed via attorney-in-fact on 09/25/2025.

Positive

• Insider alignment: Grant of restricted stock units ties executive compensation to company performance through vesting.
• Transparency: Form 4 discloses exact shares acquired, price, vesting schedule, and post-transaction ownership.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine executive equity grant aligning counsel with shareholder interests; not a material corporate event.

The reported transaction is a standard grant of restricted stock units to a senior officer, structured to vest over three years. Such grants are commonly used to retain executives and align their interests with shareholders without immediate dilution beyond the grant. The filing discloses the post-grant beneficial ownership level of 12,897 shares, which provides transparency on insider holdings. There is no indication of disposition or unusual terms in this Form 4.

Securities Analyst

TL;DR: Non-derivative acquisition via RSUs; routine compensation disclosure with limited market impact.

The transaction details a grant price of $25.78 and quantity of 9,309 shares. Because these are restricted units that vest annually over three years, the economic impact is spread over time and does not signal immediate liquidity events by the reporting person. The Form 4 fulfills Section 16 reporting requirements and offers investors clarity on insider holdings but does not present new financial metrics or performance data for Scholastic.

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
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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).

1. Name and Address of Reporting Person^*

Lick Chris

(Last) (First) (Middle)

C/O CORPORATE SECRETARY, SCHOLASTIC

557 BROADWAY

(Street)

NEW YORK NY 10012

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SCHOLASTIC CORP [ SCHL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, GENERAL COUNSEL

3. Date of Earliest Transaction (Month/Day/Year)
09/23/2025

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	09/23/2025		A		9,309(1)	A	$25.78	12,897	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. Represents grant of restricted stock units that vest in three equal annual installments beginning with the first anniversary of the date of grant.

	/s/ Chris Lick by Andrew S. Hedden, Esq., Attorney-in-Fact	09/25/2025
	** 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 transaction did SCHL insider Chris Lick report on Form 4?

The Form 4 reports an acquisition of 9,309 shares of Scholastic common stock on 09/23/2025 at $25.78 per share.

How many Scholastic shares does Chris Lick beneficially own after the transaction?

The filing shows Mr. Lick beneficially owns 12,897 shares following the reported transaction.

What type of equity award was granted to the reporting person?

The transaction represents restricted stock units that vest in three equal annual installments beginning on the first anniversary of the grant.

When was the Form 4 signed and by whom?

The Form 4 was signed via attorney-in-fact by Andrew S. Hedden on behalf of Chris Lick on 09/25/2025.

Does this Form 4 indicate any sale or disposition of shares by the insider?

No. The filing documents an acquisition (grant) of restricted stock units; there is no sale or disposition reported.