SCHOLASTIC CORP — Director's Dealing 2013

Aug 13, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SCHOLASTIC CORP (SCHL)
CIK: 0000866729
Period of Report: 2013-08-09

Reporting Person: HEDDEN ANDREWS S (Director, EVP, General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-08-09	Common Stock	M	10000	$16.48	Acquired	27903	Direct
2013-08-09	Common Stock	S	10000	$30.754	Disposed	17903	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-08-09	Employee Stock Options (right to buy)	$16.48	M	10000	Disposed	2018-12-16	Common Stock (10000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2000	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $30.57 to $30.95, inclusive. The reporting person undertakes to provide to Scholastic Corporation, any security holder of Scholastic Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F2: Option grants vest ratably over four years beginning on the first anniversary of the date of grant.