Michael J. Sharp - 04 Mar 2020 Form 4 Insider Report for RR Donnelley & Sons Co

Reporting relationship: SVP - Chief Accounting Officer
Issuer ticker: N/A
Reported as of: 04 Mar 2020
Net transaction value: -$2,192,329
SEC form: 4
Accepted by SEC: 27 Dec 2021, 19:59:32 UTC
Next SEC filing: 01 Mar 2022
Source filing: View source filing
Reporting owner signature: Deborah L. Steiner, Attorney-in-Fact for Michael J. Sharp

Key filing fact

Michael J. Sharp filed Form 4 for RR Donnelley & Sons Co on 27 Dec 2021.

Key facts

This page summarizes Michael J. Sharp's Form 4 filing for RR Donnelley & Sons Co.
8 reported transactions and 2 derivative rows are listed below.
Accepted by SEC: 27 Dec 2021, 19:59.

Change

No earlier filing in this sequence is available for direct comparison.
Current net transaction value: -$2,192,329.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

RRD transaction

Common Stock

Options Exercise

Transaction value
Shares: +8,035
Change %: +55%
Price
Shares after: 22,772
Date: 04 Mar 2020
Ownership: Direct
Footnotes: F1

RRD transaction

Common Stock

Disposed to Issuer

Transaction value: $31,095
Shares: -8,035
Change %: -35%
Price: $3.87
Shares after: 14,737
Date: 04 Mar 2020
Ownership: Direct

RRD transaction

Common Stock

Options Exercise

Transaction value
Shares: +94,295
Change %: +375%
Price
Shares after: 119,425
Date: 22 Dec 2021
Ownership: Direct
Footnotes: F1

RRD transaction

Common Stock

Disposed to Issuer

Transaction value: $1,023,101
Shares: -94,295
Change %: -79%
Price: $10.85
Shares after: 25,130
Date: 22 Dec 2021
Ownership: Direct

RRD transaction

Common Stock

Award

Transaction value
Shares: +104,897
Change %: +417%
Price
Shares after: 130,027
Date: 22 Dec 2021
Ownership: Direct
Footnotes: F2

RRD transaction

Common Stock

Disposed to Issuer

Transaction value: $1,138,132
Shares: -104,897
Change %: -81%
Price: $10.85
Shares after: 25,130
Date: 22 Dec 2021
Ownership: Direct

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

RRD transaction Derivative

Phantom Stock

Options Exercise

Transaction value
Shares: -8,035
Change %: -9.8%
Price
Shares after: 74,026
Date: 04 Mar 2020
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 8,035
Exercise price
Footnotes: F1, F3

RRD transaction Derivative

Phantom Stock

Options Exercise

Transaction value
Shares: -94,295
Change %: -100%
Price
Shares after: 0
Date: 22 Dec 2021
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 94,295
Exercise price
Footnotes: F1, F3

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 3 footnotes

Footnote F1

Each share of phantom stock is payable in shares of common stock or cash. The vested phantom stock was settled for cash.

Footnote F2

Shares acquired upon settlement of phantom Performance Stock Units granted on March 4, 2019 and March 2, 2020.

Footnote F3

Phantom stock is payable in shares of common stock or cash in three equal installments, subject to reporting person's continued employment.

SEC remarks

On December 14, 2021, the Issuer entered into an Agreement and Plan of Merger, by and among the Issuer, Chatham Delta Parent, Inc. and Chatham Delta Acquisition Sub, Inc., providing for the merger of Chatham Delta Acquisition Sub, Inc. with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned subsidiary of Chatham Delta Parent, Inc. In connection with the Merger, to mitigate the potential impact of Section 280G and Section 4999 of the Internal Revenue Code of 1986, as amended, on the Issuer and the Reporting Person, the Board of Directors of the Issuer approved the acceleration of vesting of certain equity awards and equity-based awards, as described in this Form 4.