X0306 4 2016-12-16 0 0001481792 Quad/Graphics, Inc. QUAD 0001495363 Quadracci J Joel C/O QUAD/GRAPHICS, INC. N61 W23044 HARRY'S WAY SUSSEX WI 53089 1 1 0 0 Chairman, Pres. & CEO Class A Common Stock 2016-12-16 4 S 0 600 26.75 D 97753 I As trustee - HRQ 2010 Tr Class A Common Stock 2016-12-19 4 S 0 24400 26.75 D 73353 I As trustee - HRQ 2010 Tr Class A Common Stock 2016-12-19 4 S 0 73353 27.0048 D 0 I As trustee - HRQ 2010 Tr Class A Common Stock 926624 D Class A Common Stock 5524 I By 401(a) Plan Stock Options (Right to Buy) 13.4708 2021-11-18 Class A Common Stock 4410 4410 D Stock Options (Right to Buy) 13.4708 2021-11-18 Class A Common Stock 5250 5250 D Stock Options (Right to Buy) 13.4708 2021-11-18 Class A Common Stock 6825 6825 D Stock Options (Right to Buy) 13.4708 2021-11-18 Class A Common Stock 3675 3675 D Stock Options (Right to Buy) 13.4708 2021-11-18 Class A Common Stock 3938 3938 D Stock Options (Right to Buy) 13.4708 2021-11-18 Class A Common Stock 9000 9000 D Stock Options (Right to Buy) 13.4708 2021-11-18 Class A Common Stock 4250 4250 D Stock Options (Right to Buy) 29.37 2018-01-31 Class A Common Stock 100000 100000 D Stock Options (Right to Buy) 15.37 2019-01-31 Class A Common Stock 100000 100000 D Stock Options (Right to Buy) 16.62 2020-01-31 Class A Common Stock 150000 150000 D Stock Options (Right to Buy) 41.26 2021-01-01 Class A Common Stock 119643 119643 D Stock Options (Right to Buy) 14.14 2022-01-01 Class A Common Stock 39881 39881 D Class B Common Stock Class A Common Stock 233568 233568 D Class B Common Stock Class A Common Stock 92 92 I As trustee - AQH Tr Class B Common Stock Class A Common Stock 92 92 I As trustee - EQH Tr Class B Common Stock Class A Common Stock 92 92 I As trustee - KBH Tr Class B Common Stock Class A Common Stock 92 92 I As trustee - WVH Tr Class B Common Stock Class A Common Stock 120009 120009 I As trustee - HVQ for Joel Class B Common Stock Class A Common Stock 5480 5480 I As trustee - IMF Tr Class B Common Stock Class A Common Stock 5480 5480 I As trustee - KMF Tr Class B Common Stock Class A Common Stock 5480 5480 I As trustee - HVF Tr 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 $26.88 to $27.12. 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 H. Richard Quadracci 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. Became exercisable as to 3,307 shares on May 14, 2012, and become exercisable ratably over the next two years with respect to the remaining shares beginning on November 18, 2012. Became exercisable as to 3,150 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012. Became exercisable as to 1,575 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012. Became exercisable as to 3,500 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012. Became exercisable as to 1,500 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012. Became exercisable as to 40,000 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012. Became exercisable as to 30,000 shares on May 14, 2012, and become 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. Vests and becomes exercisable in three equal annual installments beginning on January 1, 2014. 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. As Trustee for the Alexander Q. Harned 2007 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. As Trustee for the Elizabeth Quadracci Harned 2003 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. As Trustee for the Kathryn B. Harned 2004 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. As Trustee for the William V. Harned 2006 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. As Trustee for the HVQ 1992 Descendants Trust f/b/o J. Joel Quadracci. 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. As Trustee for the Isabella Marion Flores 1999 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. As Trustee for the Kaitlin Mary Flores 2000 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. As Trustee for the Harry Virgil Quadracci Flores 2002 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. /s/ Jennifer J. Kent, Attorney-In-Fact for J. Joel Quadracci 2016-12-20