[Form 4] SCHOLASTIC CORP Insider Trading Activity

Rhea-AI Filing Summary

Paul Hukkanen, Senior Vice President and Chief Accounting Officer of Scholastic Corporation (SCHL), reported a non-derivative acquisition on 09/23/2025 of 4,654 shares of Common Stock via a grant of restricted stock units that vest in three equal annual installments beginning on the first anniversary of the grant. The Form 4 shows a reported price of $25.78 and indicates 14,310 shares are beneficially owned following the transaction, held directly. The filing was signed on behalf of Mr. Hukkanen by an attorney-in-fact on 09/25/2025. The disclosure is a routine insider equity grant with a defined vesting schedule and no derivative transactions reported.

Positive

• Time-based restricted stock units granted with a clear vesting schedule (three equal annual installments) aligns officer incentives with long-term performance
• Beneficial ownership increased to 14,310 shares following the reported grant, showing greater direct alignment with shareholder outcomes
• No derivative transactions or dispositions reported, indicating this was a straightforward equity grant rather than a sale or hedging activity

Negative

• None.

Insights

Corporate Governance Expert

Routine executive equity grant with standard multi-year vesting; aligns compensation with long-term retention.

The Form 4 reports a time-based restricted stock unit grant of 4,654 shares to the SVP and Chief Accounting Officer, with vesting in three equal annual installments starting one year after grant. This structure is typical for aligning senior officer incentives with company performance over multiple years. Beneficial ownership after the grant is 14,310 shares held directly. There are no sales, option exercises, or derivative positions disclosed, and the submission was authorized by an attorney-in-fact.

Securities Analyst

Insider increased direct holdings through equity compensation; transaction appears non-material to shareholders.

The reported acquisition of 4,654 shares at a reported price of $25.78 reflects a restricted stock unit grant rather than an open-market purchase. With total direct beneficial ownership at 14,310 shares post-grant, the transaction increases the officer's equity stake but represents a routine compensation event. No derivative securities, dispositions, or unusual terms are documented in the 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

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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^*

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)
09/23/2025

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		4,654(1)	A	$25.78	14,310	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/ Paul Hukkanen 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 insider Paul Hukkanen report on Form 4?

He reported an acquisition of 4,654 shares via restricted stock units on 09/23/2025, increasing his direct holdings to 14,310 shares.

What is the vesting schedule for the restricted stock units reported by Paul Hukkanen?

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

Was this Form 4 filing signed by Paul Hukkanen?

The filing was signed /s/ Paul Hukkanen by Andrew S. Hedden, Esq., Attorney-in-Fact on 09/25/2025.

Did the Form 4 report any derivative transactions or dispositions for SCHL?

No. The filing shows a non-derivative acquisition of common stock units and does not report any derivative securities or dispositions.

What price is shown on the Form 4 for the reported transaction?

The Form 4 lists a price of $25.78 associated with the reported acquisition.