Statement of Changes in Beneficial Ownership (4)

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	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) 11/25/2016
(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	11/25/2016		M		100	A	$15.37	187333	D
Class A Common Stock	11/25/2016		S		100	D	$27.26	187233	D
Class A Common Stock	11/28/2016		M		5900	A	$15.37	193133	D
Class A Common Stock	11/28/2016		S		5900	D	$27.0093   (1)	187233	D
Class A Common Stock	11/28/2016		M		1400	A	$15.37	188633	D
Class A Common Stock	11/28/2016		S		1400	D	$27.2504   (2)	187233	D
Class A Common Stock	11/29/2016		M		4600	A	$15.37	191833	D
Class A Common Stock	11/29/2016		S		4600	D	$27.2553   (3)	187233	D
Class A Common Stock	11/29/2016		M		6000	A	$15.37	193233	D
Class A Common Stock	11/29/2016		S		6000	D	$27.5457   (4)	187233	D
Class A Common Stock	11/29/2016		M		9000	A	$16.62	196233	D
Class A Common Stock	11/29/2016		S		9000	D	$27.7782   (5)	187233	D
Class A Common Stock								1291	I	By Spouse

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							(6)	1/31/2019	Class A Common Stock	30000		30000	D
Stock Options (Right to Buy)	$15.37	11/25/2016		M			100	(7)	1/31/2020	Class A Common Stock	100	$0	17900	D
Stock Options (Right to Buy)	$15.37	11/28/2016		M			5900	(7)	1/31/2020	Class A Common Stock	5900	$0	12000	D
Stock Options (Right to Buy)	$15.37	11/28/2016		M			1400	(7)	1/31/2020	Class A Common Stock	1400	$0	10600	D
Stock Options (Right to Buy)	$15.37	11/29/2016		M			4600	(7)	1/31/2020	Class A Common Stock	4600	$0	6000	D
Stock Options (Right to Buy)	$15.37	11/29/2016		M			6000	(7)	1/31/2020	Class A Common Stock	6000	$0	0	D
Stock Options (Right to Buy)	$16.62	11/29/2016		M			9000	(8)	1/31/2020	Class A Common Stock	9000	$0	36000	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	111660		111660	I	As trustee - HRQ 2010 Tr.   (11)

Explanation of Responses:
( 1)	The price in Column 4 is a weighted average price. The prices actually received ranged from $27.00 to $27.10. 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.
( 2)	The price in Column 4 is a weighted average price. The prices actually received ranged from $27.25 to $27.255. 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)	The price in Column 4 is a weighted average price. The prices actually received ranged from $27.25 to $27.29. 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.
( 4)	The price in Column 4 is a weighted average price. The prices actually received ranged from $27.50 to $27.59. 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 $27.75 to $27.82. 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)	Became exercisable in two equal annual installments beginning on November 18, 2012.
( 7)	Became exercisable in three 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.
( 11)	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.

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		11/29/2016
** 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).
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