[Form 4] SCHOLASTIC CORP Insider Trading Activity

Rhea-AI Filing Summary

Sasha Quinton, Executive Vice President and President of Scholastic Reading Events, reported a non-derivative transaction in Scholastic Corp. common stock on 09/26/2025. The filing shows a disposition of 849 shares at a reported price of $26.8 per share, leaving 55,321 shares beneficially owned directly after the transaction. The explanatory note states these shares were withheld to cover taxes related to the vesting of 2,706 restricted stock units. The Form 4 is signed by an attorney-in-fact on 09/30/2025.

Insights

Corporate Governance Expert

TL;DR: Routine tax-withholding sale on RSU vesting; no indication of unusual insider trading.

The transaction reflects a standard withholding of shares to satisfy tax obligations arising from RSU vesting rather than an open-market sale for liquidity or other purposes. The reported disposition of 849 shares at $26.8 reduces direct holdings to 55,321 shares. There is no information in the filing indicating related party transfers, pledging, or sales beyond the withholding event. For governance review, this is a common compensation-related reporting item and does not by itself signal governance concerns.

Executive Compensation Analyst

TL;DR: Share withholding to cover taxes on RSUs; reflects normal compensation mechanics.

The explanatory note clarifies that 2,706 RSUs vested and 849 shares were withheld to cover taxes, implying a tax-withholding rate consistent with partial share retention. The transaction price is listed at $26.8 per share. This is a routine outcome of equity compensation programs and provides transparency on post-vesting share counts, showing the reporting person retains 55,321 shares following the withholding.

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^*

Quinton Sasha

(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)
	EVP, PRES SCHL READING EVENTS

3. Date of Earliest Transaction (Month/Day/Year)
09/26/2025

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	09/26/2025		F		849(1)	D	$26.8	55,321	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 2,706 restricted stock units.

	/s/ Sasha Quinton by Andrew S. Hedden, Esq., Attorney-in-fact	09/30/2025
	** 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.
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FAQ

What did SCHL insider Sasha Quinton report on Form 4?

Sasha Quinton reported a disposition of 849 shares of Scholastic common stock on 09/26/2025 related to tax withholding on vested RSUs.

How many shares does Sasha Quinton own after the transaction (SCHL)?

55,321 shares beneficially owned directly following the reported transaction.

Why were 849 shares disposed according to the Form 4 filing?

The shares were withheld to cover taxes owed upon the vesting of 2,706 restricted stock units, per the filing's explanation.

At what price were the withheld shares recorded on the Form 4?

$26.8 per share is the price shown in the transaction line for the 849 shares.

When was the Form 4 signed and by whom?

Signed 09/30/2025 by Sasha Quinton via attorney-in-fact Andrew S. Hedden, Esq., as indicated on the filing.