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Scholastic: Lucchese has 2,844 shares withheld for taxes

The chief strategy officer had 71,442 common shares held directly after the tax withholding.

(Moderate)

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Form Type
4

Rhea-AI Filing Summary

Scholastic Corp. (SCHL) reported that Iole Lucchese, its executive vice president and chief strategy officer and a director, had 2,844 common shares withheld on October 1, 2026, at a reported $35.30 per share, to cover taxes owed upon vesting of 5,839 restricted stock units. Separately, 289,623 common shares were held by the Estate of M. Richard Robinson, Jr.; Lucchese is a preliminary executor and disclaims beneficial ownership except to the extent of her pecuniary interest.

Insider Lucchese Iole
Role EVP & CHIEF STRATEGY OFFICER
Type Security Shares Price Value
Tax Withholding Common Stock F1 2,844 $35.30 $100K
holding Common Stock F2 -- -- --
Holdings After Transaction: Common Stock — 71,442 shares (Direct); Common Stock — 289,623 shares (Indirect, Estate of M. Richard Robinson)
Footnotes (2)
  1. F1. Represents shares withheld to cover taxes owed upon the vesting of 5,839 restricted stock units.
  2. F2. As previously disclosed, Ms. Lucchese is a preliminary executor of the Estate of M. Richard Robinson, Jr. These securities are held by the Estate of M. Richard Robinson, Jr. Ms. Lucchese disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein.
Common shares withheld 2,844 shares Tax withholding on October 1, 2026
Restricted stock units 5,839 units Units upon vesting
Reported price per share $35.30 per share October 1, 2026 tax withholding
Direct common shares following transaction 71,442 shares Iole Lucchese's reported direct holdings after the October 1, 2026 transaction
Common shares held by the Estate of M. Richard Robinson, Jr. 289,623 shares Indirect holdings reported for October 1, 2026
restricted stock units financial
"upon the vesting of 5,839 restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
beneficial ownership regulatory
"disclaims beneficial ownership of these securities"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"except to the extent of her pecuniary interest therein"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many SCHL shares did Iole Lucchese have withheld for taxes?

Iole Lucchese had 2,844 common shares withheld on October 1, 2026, to cover taxes owed upon vesting of 5,839 restricted stock units. The reported price was $35.30 per share.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Lucchese Iole

(Last)(First)(Middle)
C/O CORPORATE SECRETARY, SCHOLASTIC
557 BROADWAY

(Street)
NEW YORK NEW YORK 10012

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
SCHOLASTIC CORP [ SCHL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
EVP & CHIEF STRATEGY OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock10/01/2026F2,844(1)D$35.371,442D
Common Stock289,623I(2)Estate of M. Richard Robinson
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares withheld to cover taxes owed upon the vesting of 5,839 restricted stock units.
2. As previously disclosed, Ms. Lucchese is a preliminary executor of the Estate of M. Richard Robinson, Jr. These securities are held by the Estate of M. Richard Robinson, Jr. Ms. Lucchese disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein.
/s/ Iole Lucchese by Andrew S. Hedden, Esq., Attorney-in-fact10/05/2026
** Signature of Reporting PersonDate
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)

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