FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Fowler John C 		2. Issuer Name and Ticker or Trading Symbol

Quad/Graphics, Inc. [ QUAD ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Vice Chairman & EVP
(Last)          (First)          (Middle)

C/O QUAD/GRAPHICS, INC., N61 W23044 HARRY'S WAY 		3. Date of Earliest Transaction (MM/DD/YYYY)

12/9/2016
(Street)

SUSSEX, WI 53089
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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
Class A Common Stock                  187233   D    
Class A Common Stock                  1291   I   By Spouse  
Class A Common Stock   12/9/2016     S (1)    25000   D $26.1925   (2) 173353   I   As trustee - HRQ 2010 Tr.   (3)
Class A Common Stock   12/9/2016     S (1)    25000   D $26.3734   (4) 148353   I   As trustee - HRQ 2010 Tr.   (3)
Class A Common Stock   12/12/2016     S (1)    9400   D $26.2524   (5) 138953   I   As trustee - HRQ 2010 Tr.   (3)
Class A Common Stock   12/13/2016     S (1)    15600   D $26.25   123353   I   As trustee - HRQ 2010 Tr.   (3)
Class A Common Stock   12/13/2016     S (1)    25000   D $26.7503   (6) 98353   I   As trustee - HRQ 2010 Tr.   (3)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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
Stock Options (Right to Buy)   $19.12                    5/14/2012   11/18/2021   Class A Common Stock   6500     6500   D    
Stock Options (Right to Buy)   $29.37                      (7) 1/31/2019   Class A Common Stock   30000     30000   D    
Stock Options (Right to Buy)   $16.62                      (8) 1/31/2020   Class A Common Stock   9000     9000   D    
Stock Options (Right to Buy)   $41.26                      (9) 1/1/2021   Class A Common Stock   34218     34218   D    
Class B Common Stock     (10)                    (10)   (10) Class A Common Stock   113741     113741   I   As trustee - HRQ 2010 Tr.   (3)

Explanation of Responses:
( 1)  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.
( 2)  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.
( 3)  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.
( 4)  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.
( 5)  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.
( 6)  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.
( 7)  Became exercisable in two equal annual installments beginning on November 18, 2012.
( 8)  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.
( 9)  Became exercisable in three equal annual installments beginning on January 1, 2013.
( 10)  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.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Fowler John C
C/O QUAD/GRAPHICS, INC.
N61 W23044 HARRY'S WAY
SUSSEX, WI 53089 		X
Vice Chairman & EVP

Signatures
/s/ Jennifer J. Kent, Attorney-In-Fact for John C. Fowler 12/13/2016
** 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 control number.
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