John J. Lynch Jr - Mar 5, 2022 Form 4 Insider Report for Houghton Mifflin Harcourt Co (HMHC)

Role
President and CEO, Director
Signature
s/ William F. Bayers, Attorney-in-Fact
Stock symbol
HMHC
Transactions as of
Mar 5, 2022
Transactions value $
-$1,560,276
Form type
4
Date filed
3/8/2022, 06:55 PM
Previous filing
Mar 4, 2022
Next filing
Mar 11, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HMHC Common Stock Options Exercise $0 +43K +9.78% $0.00 483K Mar 5, 2022 Direct F1
transaction HMHC Common Stock Tax liability -$402K -19.2K -3.98% $20.92 464K Mar 5, 2022 Direct
transaction HMHC Common Stock Award $0 +124K +26.72% $0.00 588K Mar 5, 2022 Direct F2
transaction HMHC Common Stock Tax liability -$1.16M -55.4K -9.42% $20.92 532K Mar 5, 2022 Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction HMHC Restricted Stock Units Options Exercise $0 -43K -100% $0.00* 0 Mar 5, 2022 Common Stock 43K Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 43,011 restricted stock units held by Mr. Lynch vested on March 5, 2022 and were settled in exchange for a like amount of shares of Houghton Mifflin Harcourt Company's (the "Company") common stock, subject to the Company withholding of 19,219 shares of common stock to satisfy withholding obligations in connection with federal, state, local or other taxes required to be withheld or paid in connection with the settlement of the restricted stock units.
F2 123,899 performance stock units held by Mr. Lynch vested on March 5, 2022 and were settled in exchange for a like amount of shares of Company common stock, subject to the Company's withholding of 55,364 shares of common stock to satisfy withholding obligations in connection with federal, state, local or other taxes required to be withheld or paid in connection with the settlement of the performance stock units.
F3 Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.

Remarks:

William F. Bayers is the Executive Vice President, Secretary and General Counsel of the Company.