X0306 4 2016-12-09 0 0001481792 Quad/Graphics, Inc. QUAD 0001495362 Fowler John C C/O QUAD/GRAPHICS, INC. N61 W23044 HARRY'S WAY SUSSEX WI 53089 1 1 0 0 Vice Chairman & EVP Class A Common Stock 187233 D Class A Common Stock 1291 I By Spouse Class A Common Stock 2016-12-09 4 S 0 25000 26.1925 D 173353 I As trustee - HRQ 2010 Tr. Class A Common Stock 2016-12-09 4 S 0 25000 26.3734 D 148353 I As trustee - HRQ 2010 Tr. Class A Common Stock 2016-12-12 4 S 0 9400 26.2524 D 138953 I As trustee - HRQ 2010 Tr. Class A Common Stock 2016-12-13 4 S 0 15600 26.25 D 123353 I As trustee - HRQ 2010 Tr. Class A Common Stock 2016-12-13 4 S 0 25000 26.7503 D 98353 I As trustee - HRQ 2010 Tr. Stock Options (Right to Buy) 19.12 2012-05-14 2021-11-18 Class A Common Stock 6500 6500 D Stock Options (Right to Buy) 29.37 2019-01-31 Class A Common Stock 30000 30000 D Stock Options (Right to Buy) 16.62 2020-01-31 Class A Common Stock 9000 9000 D Stock Options (Right to Buy) 41.26 2021-01-01 Class A Common Stock 34218 34218 D Class B Common Stock Class A Common Stock 113741 113741 I As trustee - HRQ 2010 Tr. These shares were previously received in the finalization of the estate of Elizabeth E. Quadracci, a co-founder and former director of the Company who died in 2013. As a result of the estate tax finalization, the beneficiaries of the estate received additional shares of class A common stock and class B common stock of the Company and, in light of their already extensive holdings, the beneficiaries have sold, or intend to sell, some of the class A shares received from the estate for diversification purposes. These planned sales will not have a material impact on the Quadracci family's ownership or control of the Company. The price in Column 4 is a weighted average price. The prices actually received ranged from $26.03 to $26.46. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price. As Trustee for the HRQ 2010 Trust. The reporting person is a trustee of the trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. The price in Column 4 is a weighted average price. The prices actually received ranged from $26.13 to $26.485. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price. The price in Column 4 is a weighted average price. The prices actually received ranged from $26.25 to $26.265. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price. The price in Column 4 is a weighted average price. The prices actually received ranged from $26.75 to $26.77. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price. Became exercisable in two equal annual installments beginning on November 18, 2012. Became exercisable as to 14,850 shares on May 14, 2012, and became exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012. Became exercisable in three equal annual installments beginning on January 1, 2013. Class B Common Stock is convertible into Class A Common Stock on a 1-for-1 basis at no cost and has no expiration date. /s/ Jennifer J. Kent, Attorney-In-Fact for John C. Fowler 2016-12-13