SCHOLASTIC CORP — Director's Dealing 2015

Jul 30, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SCHOLASTIC CORP (SCHL)
CIK: 0000866729
Period of Report: 2015-07-28

Reporting Person: OLIVER AUGUSTUS K (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-07-28	Common Stock	S	3600	$42.81	Disposed	12757	Direct
2015-07-28	Common Stock	M	3000	$36.21	Acquired	15757	Direct
2015-07-28	Common Stock	S	3000	$42.401	Disposed	12757	Direct
2015-07-28	Common Stock	M	1704	$30.56	Acquired	14461	Direct
2015-07-28	Common Stock	S	1704	$43.00	Disposed	12757	Direct
2015-07-28	Common Stock	M	6000	$36.41	Acquired	18757	Direct
2015-07-28	Common Stock	S	6000	$42.378	Disposed	12757	Direct
2015-07-29	Common Stock	M	3017	$33.39	Acquired	15774	Direct
2015-07-29	Common Stock	S	3017	$42.901	Disposed	12757	Direct
2015-07-29	Common Stock	M	1042	$30.56	Acquired	13799	Direct
2015-07-29	Common Stock	S	1042	$43.018	Disposed	12757	Direct
2015-07-29	Common Stock	M	6000	$30.08	Acquired	18757	Direct
2015-07-29	Common Stock	S	6000	$42.914	Disposed	12757	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-07-28	Outside Director Stock Options	$36.21	M	3000	Disposed	2017-09-19	Common Stock (3000)	Direct
2015-07-28	Outside Director Stock Options	$30.56	M	1704	Disposed	2023-09-18	Common Stock (1704)	Direct
2015-07-28	Outside Director Stock Options	$36.41	M	6000	Disposed	2015-09-21	Common Stock (6000)	Direct
2015-07-29	Outside Director Stock Option (right to buy)	$33.39	M	3017	Disposed	2022-09-19	Common Stock (3017)	Direct
2015-07-29	Outside Director Stock Options	$30.56	M	1042	Disposed	2023-09-18	Common Stock (1042)	Direct
2015-07-29	Outside Director Stock Options	$30.08	M	6000	Disposed	2016-09-20	Common Stock (6000)	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.80 to $42.825, inclusive. The reporting person undertakes to provide to Scholastic Corporation, any 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 footnote (1) to this Form 4.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.40 to $42.41, inclusive. The reporting person undertakes to provide to Scholastic Corporation, any 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 footnote (2) to this Form 4.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.33 to $42.42, inclusive. The reporting person undertakes to provide to Scholastic Corporation, any 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 footnote (3) to this Form 4.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.90 to $43.09, inclusive. The reporting person undertakes to provide to Scholastic Corporation, any 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 footnote (4) to this Form 4

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.90 to $43.10, inclusive. The reporting person undertakes to provide to Scholastic Corporation, any 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 footnote (5) to this Form 4

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.90 to $42.95, inclusive. The reporting person undertakes to provide to Scholastic Corporation, any 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 footnote (6) to this Form 4