[Form 4] SCHOLASTIC CORP Insider Trading Activity

Rhea-AI Filing Summary

Paul Hukkanen, SVP and Chief Accounting Officer of Scholastic Corp (SCHL), reported a transaction on 09/22/2025. The Form 4 shows 255 shares of Scholastic common stock were disposed of at $25.01 per share. The filing states these shares were withheld to satisfy taxes on the vesting of 828 restricted stock units. After the withholding transaction, Mr. Hukkanen beneficially owned 9,656 shares, held directly. The Form 4 was signed on 09/23/2025 by an attorney-in-fact.

Positive

• Transaction disclosed as tax withholding for vested equity, indicating this was not a discretionary market sale
• Form 4 appears properly completed and signed by attorney-in-fact, showing compliance with Section 16 reporting

Negative

• Shares were disposed of (255 shares sold), reducing the reporting person's holdings
• Filing provides no context beyond withholding (e.g., grant date or original RSU terms), limiting interpretation

Insights

Financial Analyst

TL;DR: Small, non-dispositive sale to cover tax withholding; not indicative of a change in insider conviction.

The report documents a routine disposition of 255 shares at $25.01 to satisfy withholding taxes on 828 vested restricted stock units. The absolute size of the sale is small relative to typical market-impact thresholds and the filing leaves the reporter with 9,656 shares, suggesting continued ownership alignment. This is a standard administrative transaction rather than a cash-raising insider sale.

Corporate Governance Expert

TL;DR: Filing appears compliant and timely; transaction is a tax-related withholding of vested equity.

The Form 4 discloses the nature of the withholding and provides the required details: transaction code, number of shares, price, and resulting beneficial ownership. The signature by attorney-in-fact is present and the disclosure identifies the reporter's role as SVP, Chief Accounting Officer. No additional governance issues or departures are disclosed in this 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
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^*

Hukkanen Paul

(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)
	SVP, CHIEF ACCT OFF

3. Date of Earliest Transaction (Month/Day/Year)
09/22/2025

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	09/22/2025		F		255(1)	D	$25.01	9,656	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 shares withheld to cover taxes owed upon the vesting of 828 restricted stock units.

	/s/ Paul Hukkanen by Andrew S. Hedden, Esq., Attorney-in-Fact	09/23/2025
	** 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 insider Paul Hukkanen report on Form 4?

The Form 4 reports the disposition of 255 shares of Scholastic common stock on 09/22/2025 at $25.01 per share.

Why were 255 shares sold by the SCHL reporting person?

The filing states the 255 shares were withheld to cover taxes owed upon the vesting of 828 restricted stock units.

How many SCHL shares does Paul Hukkanen own after the transaction?

The Form 4 shows he beneficially owned 9,656 shares following the reported transaction.

What is Paul Hukkanen's role at Scholastic (SCHL)?

The filing identifies him as SVP, Chief Accounting Officer and indicates the form was filed by one reporting person.

When was the Form 4 signed and filed?

The signature block shows the form was signed by an attorney-in-fact on 09/23/2025 and the transaction date is 09/22/2025.