Key facts
- This page summarizes Michael J. Sharp's Form 4 filing for RR Donnelley & Sons Co.
- 3 reported transactions and 0 derivative rows are listed below.
- Accepted by SEC: 01 Mar 2022, 05:05.
Michael J. Sharp - 25 Feb 2022 Form 4 Insider Report for RR Donnelley & Sons Co
- Reporting relationship
- SVP - Chief Accounting Officer
- Issuer ticker
- N/A
- Reported as of
- 25 Feb 2022
- Net transaction value
- -$989,021
- SEC form
- 4
- Accepted by SEC
- 01 Mar 2022, 05:05:18 UTC
- Prior SEC filing
- 27 Dec 2021
- Source filing
- View source filing
- Reporting owner signature
- Deborah L. Steiner, attorney-in-fact
Source evidence
Original filing metadata and source links for verification.
4 source fields
Reporting owner
1 detail
Key filing fact
Michael J. Sharp filed Form 4 for RR Donnelley & Sons Co on 01 Mar 2022.
Change
- Previous filing in this sequence was filed on 27 Dec 2021.
- Current net transaction value: -$989,021.
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
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
RRD
transaction
Common Stock
Disposed to Issuer
- Transaction value
- $274,906
- Shares
- -25,337
- Change %
- -100%
- Price
- $10.85
- Shares after
- 0
- Date
- 25 Feb 2022
- Ownership
- Direct
- Footnotes
- F1
RRD
transaction
Common Stock
Award
- Transaction value
- Shares
- +65,817
- Change %
- Price
- Shares after
- 65,817
- Date
- 25 Feb 2022
- Ownership
- Direct
- Footnotes
- F2, F3
RRD
transaction
Common Stock
Disposed to Issuer
- Transaction value
- $714,114
- Shares
- -65,817
- Change %
- -100%
- Price
- $10.85
- Shares after
- 0
- Date
- 25 Feb 2022
- Ownership
- Direct
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Section 16 status
Michael J. Sharp is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.
Explanation of responses 3 footnotes
Footnote F1
On February 25, 2022, R. R. Donnelley & Sons Company (the "Company") was acquired by Chatham Delta Parent, Inc. ("Parent") pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 14, 2021, by and among the Company, Parent, and Warrior Chatham Delta Acquisition Sub, Inc., a wholly owned subsidiary of Chatham (the "Merger"). Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each outstanding share of Company common stock converted into the right to receive $10.85 per share in cash without interest (the "Merger Consideration").
Footnote F2
Shares acquired upon settlement of Performance Stock Units granted on March 2, 2020 and March 2, 2021.
Footnote F3
Pursuant to the Merger Agreement, at the Effective Time, each outstanding performance stock unit or phantom restricted stock unit was automatically cancelled and converted into the right to receive an amount in cash, without interest, equal to the product of (i) the number of shares of Company Common Stock underlying such Company PSU attributable to the percentage of the Company PSUs that vested as of immediately prior to the Effective Time (with vesting determined based on the attainment of the applicable performance metrics at the greater of target and actual level of performance for any awards in respect of which the performance period was not expired as of the Effective Time and based on actual level of performance for any awards in respect of which the performance period was expired prior to the Effective Time, in each case, as determined in good faith consistent with past practice by the Board or a committee thereof) multiplied by (ii) the Merger Consideration.