[Form 4] SCHOLASTIC CORP Insider Trading Activity

Rhea-AI Filing Summary

Haji Glover, EVP and Chief Financial Officer of Scholastic Corp (SCHL), received a grant of 14,546 restricted stock units on 09/23/2025 at a reported price of $25.78 per share. The filing shows 26,914 shares beneficially owned following the grant, held directly. The restricted stock units vest in three equal annual installments beginning on the first anniversary of the grant date. The Form 4 was signed on 09/25/2025 by an attorney-in-fact.

Positive

• Equity-based compensation granted to the CFO aligns management incentives with shareholders
• Post-grant beneficial ownership increased to 26,914 shares, indicating greater insider stake

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine executive equity grant that increases insider alignment without disclosed cash impact.

The grant of 14,546 restricted stock units to the CFO is a standard form of equity compensation that vests over three years, aligning management incentives with shareholder outcomes. The reported price of $25.78 appears to be the grant valuation; the Form 4 shows direct beneficial ownership of 26,914 shares after the award. This disclosure is transactional and does not report exercising options, realized proceeds, or changes to indebtedness. Impact on diluted share count or expense recognition is not provided in this filing.

Corporate Governance Expert

TL;DR: Typical RSU grant consistent with long-term incentive practices; disclosure is complete for Section 16 purposes.

The filing documents a time-based restricted stock unit grant that vests in equal annual tranches, a common structure to retain senior executives. The Form 4 discloses the transaction date, number of units, grant price, and post-transaction beneficial ownership, meeting regulatory reporting requirements. No departures, accelerated vesting, or related-party transaction details are included. Material governance implications beyond routine compensation cannot be determined from this single filing.

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^*

Glover Haji

(Last) (First) (Middle)

C/O CORP. SECRETARY, SCHOLASTIC CORP

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 & CHIEF FINANCIAL OFFICER

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		14,546(1)	A	$25.78	26,914	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/ Haji Glover, 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 did SCHL CFO Haji Glover report on the Form 4?

The Form 4 reports a grant of 14,546 restricted stock units on 09/23/2025 at a price of $25.78, increasing beneficial ownership to 26,914 shares.

When do the restricted stock units granted to Haji Glover vest?

The restricted stock units vest in three equal annual installments beginning on the first anniversary of the grant date (per the filing).

Is Haji Glover's ownership direct or indirect according to the filing?

The filing indicates direct ownership following the reported transaction.

What date was the Form 4 signed for SCHL insider activity?

The Form 4 was signed on 09/25/2025 by Haji Glover via an attorney-in-fact.

Does the Form 4 disclose any exercised options or cash proceeds for SCHL?

No; the filing only discloses a grant of restricted stock units and post-grant beneficial ownership, with no exercise or cash proceeds reported.