Business Context and Reporting Period
This Form 8-K Current Report was filed by Quad/Graphics, Inc. on February 17, 2026, covering events occurring on February 12, 2026. The filing primarily addresses a change in executive leadership within the Company.
Key Financial Metrics
The filing does not provide financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The only financial figure disclosed relates to executive compensation: a restricted stock grant with a grant date fair value of $250,000.
Material Changes
- Executive Appointment: Dave Honan, age 57, was appointed President of the Company, in addition to his existing role as Chief Operating Officer.
- Leadership Continuity: Joel Quadracci will continue to serve as Chairman and CEO, a role he has held since 2010.
- Compensation Arrangement: Mr. Honan received a grant of restricted stock valued at $250,000, scheduled to vest in full on the third anniversary of the grant date (March 1, 2026).
Guidance, Outlook, and Risks
The filing contains no guidance, outlook, management commentary on financial performance, or discussion of risks and contingencies. It confirms there are no family relationships between Mr. Honan and other directors or officers, and no undisclosed transactions involving Mr. Honan since January 1, 2025.
Investor Verification Checklist
- Verify the full biography of Dave Honan in the Company's 2024 Form 10-K.
- Review the attached press release (Exhibit 99.1) for additional context on the leadership transition.
- Confirm the vesting schedule and terms of the $250,000 restricted stock grant in future proxy statements or compensation reports.