Scholastic withholds 1,119 counsel shares for taxes

Direct common-stock holdings after the transaction were reported as 11,455 shares.

Rhea-AI Filing Summary

Scholastic Corp EVP, General Counsel Chris Lick had 1,119 common shares withheld on September 23, 2026, to cover taxes owed upon vesting 3,103 restricted stock units. The reported price was $35.09 per share. Chris Lick reported 11,455 directly held shares following the transaction.

Insider Trade Summary

Tax Withholding: 1,119 shares

Tax Withholding 1 txn

Insider Lick Chris

Role EVP, GENERAL COUNSEL

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	1,119	$35.09	$39K

Holdings After Transaction: Common Stock — 11,455 shares (Direct)

Footnotes (1)

1. F1. Represents shares withheld to cover taxes owed upon the vesting 3,103 restricted stock units.

Key Figures

Shares withheld: 1,119 shares Price per share: $35.09 per share Restricted stock units: 3,103 restricted stock units +1 more

4 metrics

Shares withheld 1,119 shares Withheld to cover taxes owed upon vesting restricted stock units on September 23, 2026

Price per share $35.09 per share Reported for the September 23, 2026 transaction

Restricted stock units 3,103 restricted stock units Units vesting when shares were withheld for taxes

Direct shares following transaction 11,455 shares Chris Lick's reported direct holdings after the transaction

Key Terms

restricted stock units, tax liability, Rule 10b5-1 plan

3 terms

restricted stock units financial

"vesting 3,103 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.

tax liability financial

"Payment of tax liability by delivering or withholding securities"

Rule 10b5-1 plan financial

"no Rule 10b5-1 plan is reported"

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

FAQ

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

How many SCHL shares were withheld for taxes?

1,119 common shares were withheld to cover taxes owed upon vesting 3,103 restricted stock units on September 23, 2026.

Was the SCHL transaction made under a Rule 10b5-1 plan?

No Rule 10b5-1 plan is reported for Chris Lick's transaction.

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

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Available on EDGAR 09/25/2026 - 05:23 PM Accepted by SEC EDGAR 09/25/2026 - 05:18 PM Learn about SEC filing dates

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^*

Lick Chris

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/23/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/23/2026		F		1,119(1)	D	$35.09	11,455	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 3,103 restricted stock units.

	/s/ Chris Lick by Andrew S. Hedden, Esq., Attorney-in-Fact	09/25/2026
	** 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.
* Form 4: SEC 1474 (03-26)