Director Jacobowitz Jeffrey sold $18,420,860 worth of shares (268,599 units at $68.58) (SEC Form 4)
$DFIN
Other Consumer Services
Consumer Discretionary
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Donnelley Financial Solutions, Inc. [ DFIN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 09/18/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 09/18/2024 | S | 14,908 | D | $68.375(2) | 1,261,897 | I | See Footnote(1) | ||
| Common Stock | 09/18/2024 | S | 57,346 | D | $69.7198(3) | 1,204,551 | I | See Footnote(1) | ||
| Common Stock | 09/18/2024 | S | 1,100 | D | $70.18(4) | 1,203,451 | I | See Footnote(1) | ||
| Common Stock | 09/19/2024 | S | 26,754 | D | $68.7228(5) | 1,176,697 | I | See Footnote(1) | ||
| Common Stock | 09/19/2024 | S | 53,715 | D | $69.8016(6) | 1,122,982 | I | See Footnote(1) | ||
| Common Stock | 09/19/2024 | S | 121 | D | $70.2041(7) | 1,122,861 | I | See Footnote(1) | ||
| Common Stock | 09/20/2024 | S | 86,728 | D | $67.0671(8) | 1,036,133 | I | See Footnote(1) | ||
| Common Stock | 09/20/2024 | S | 27,462 | D | $68.4917(9) | 1,008,671 | I | See Footnote(1) | ||
| Common Stock | 09/20/2024 | S | 465 | D | $69.1689(10) | 1,008,206 | I | See Footnote(1) | ||
| Common Stock | 49,092(11) | D | ||||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. The reported securities are directly owned by either Simcoe Partners, L.P. ("Simcoe Partners") or SDR Partners, LLC ("SDR Partners"). The reported securities may be deemed indirectly beneficially owned by Jeffrey Jacobowitz as Managing Member of Simcoe Management Company, LLC, which serves as general partner of Simcoe Partners and Simcoe Capital Management, LLC, which serves as investment manager to each of Simcoe Partners and SDR Partners. Mr. Jacobowitz disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Jacobowitz is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| 2. The reported price represents a weighted average sale price. The range of prices at which common stock was sold was $68.08 to $69.07 per share. The Reporting Person undertakes to provide to the Staff, the Issuer or a security holder full information regarding the number of shares sold at each separate price. |
| 3. The reported price represents a weighted average sale price. The range of prices at which common stock was sold was $69.08 to $70.07 per share. The Reporting Person undertakes to provide to the Staff, the Issuer or a security holder full information regarding the number of shares sold at each separate price. |
| 4. The reported price represents a weighted average sale price. The range of prices at which common stock was sold was $70.08 to $70.19 per share. The Reporting Person undertakes to provide to the Staff, the Issuer or a security holder full information regarding the number of shares sold at each separate price. |
| 5. The reported price represents a weighted average sale price. The range of prices at which common stock was sold was $68.19 to $69.18 per share. The Reporting Person undertakes to provide to the Staff, the Issuer or a security holder full information regarding the number of shares sold at each separate price. |
| 6. The reported price represents a weighted average sale price. The range of prices at which common stock was sold was $69.20 to $70.1975 per share. The Reporting Person undertakes to provide to the Staff, the Issuer or a security holder full information regarding the number of shares sold at each separate price. |
| 7. The reported price represents a weighted average sale price. The range of prices at which common stock was sold was $70.20 to $70.21 per share. The Reporting Person undertakes to provide to the Staff, the Issuer or a security holder full information regarding the number of shares sold at each separate price. |
| 8. The reported price represents a weighted average sale price. The range of prices at which common stock was sold was $67.00 to $67.99 per share. The Reporting Person undertakes to provide to the Staff, the Issuer or a security holder full information regarding the number of shares sold at each separate price. |
| 9. The reported price represents a weighted average sale price. The range of prices at which common stock was sold was $68.00 to $68.99 per share. The Reporting Person undertakes to provide to the Staff, the Issuer or a security holder full information regarding the number of shares sold at each separate price. |
| 10. The reported price represents a weighted average sale price. The range of prices at which common stock was sold was $69.00 to $69.29 per share. The Reporting Person undertakes to provide to the Staff, the Issuer or a security holder full information regarding the number of shares sold at each separate price. |
| 11. Includes 36,088 shares held directly and 13,004 restricted stock units. |
| /s/ Jeffrey Jacobowitz | 09/20/2024 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||