Welcome to our dedicated page for Scholastic SEC filings (Ticker: SCHL), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Scholastic Corporation (NASDAQ: SCHL) SEC filings page on Stock Titan provides direct access to the company’s regulatory disclosures, along with AI-powered tools to help interpret them. As a global children's publishing, education and media company, Scholastic uses its filings to report on segment performance, capital allocation, governance and major transactions.
Key documents available include annual reports on Form 10-K and quarterly reports on Form 10-Q, where Scholastic discusses results in Children's Book Publishing and Distribution, Education Solutions, Entertainment and International. These reports describe trends in areas such as book fairs, book clubs, trade publishing, literacy curriculum and international operations, as well as the role of major franchises like Dog Man, The Hunger Games and Harry Potter.
Current reports on Form 8-K capture material events. Recent 8-K filings have detailed the completion of sale-leaseback transactions for the New York City headquarters and Jefferson City, Missouri distribution center, including lease terms and the estimated net proceeds, and have furnished earnings press releases for fiscal periods. Other 8-Ks document board and management changes, director compensation plans and results of shareholder votes at the annual meeting.
On this page, real-time updates from the SEC’s EDGAR system are combined with AI-generated summaries that explain the significance of each filing in clear language. Users can quickly see the main points of a lengthy 10-K or 10-Q, understand the implications of an 8-K announcing a major transaction, or review proxy materials such as the definitive proxy statement (DEF 14A) that covers board composition, executive compensation and governance practices.
Investors can also review equity and compensation plan disclosures and track how Scholastic’s governance and capital allocation framework evolves over time, without having to parse every technical detail manually.
Scholastic Corporation amends its tender offer to purchase up to $200 million in common stock at a price range of $36.00 to $40.00 per share. The Amendment updates the Offer's conditions, adding and revising qualifiers tied to legal actions, war/terrorism events and material adverse changes occurring on or after March 20, 2026, and clarifies the company's discretion to postpone, amend or terminate the Offer in certain circumstances consistent with Exchange Act Rule 13e-4(f)(5). The Amendment supplements the March 23, 2026 Offer to Purchase and is dated March 30, 2026.
Scholastic Corp senior vice president and chief accounting officer Paul Hukkanen exercised 10,000 stock options and sold 10,000 common shares. He exercised employee stock options for 10,000 shares of common stock at $21.03 per share, then sold 10,000 shares at $39.40 per share in an open-market transaction.
Following these transactions, Hukkanen holds 13,620 shares of Scholastic common stock directly. The exercised options were from a grant that vested in four equal annual installments beginning on October 1, 2021.
Scholastic Corp: The Vanguard Group filed Amendment No. 14 to its Schedule 13G/A reporting zero shares beneficially owned and 0% of Scholastic Corp common stock. The filing explains an internal realignment effective January 12, 2026, under SEC Release No. 34-39538 that caused certain subsidiaries and business divisions to report holdings separately.
The document states The Vanguard Group no longer is deemed to beneficially own securities held by those subsidiaries or divisions; those entities will report on a disaggregated basis and continue prior investment strategies. The filing is signed by the Head of Global Fund Administration on 03/27/2026.
Scholastic Corp executive Haji Glover reported a routine tax-withholding transaction related to equity compensation. On the vesting of 1,020 restricted stock units, 422 shares of common stock were withheld to cover taxes, rather than sold in the open market. Following this non-market disposition, Glover directly holds 25,322 shares of Scholastic common stock. This filing reflects standard handling of tax obligations on stock-based awards, not an active decision to buy or sell shares.
Scholastic Corporation announced a tender offer to purchase up to $200,000,000 in value of its common stock at a price not greater than $40.00 nor less than $36.00 per share.
The offer, dated March 23, 2026, will be paid in cash, less applicable withholding taxes and without interest. Scholastic stated it will fund purchases from available cash and borrowings under its revolving credit facility. The Offer to Purchase and related Letter of Transmittal set forth terms, conditions and specified distribution communications and advertising materials.
Scholastic Corporation reported a sharply stronger third quarter of fiscal 2026 driven by a large real estate sale‑leaseback gain, despite slightly lower revenue. Revenues for the quarter were $329.1 million versus $335.4 million a year earlier, while diluted earnings per share rose to $2.55 from a loss of $0.13.
The Company sold its New York SoHo headquarters and Jefferson City, Missouri distribution center, generating pre‑tax net proceeds of $452.4 million and a pre‑tax gain of $118.2 million. These proceeds were used to fully repay borrowings under its U.S. Credit Agreement and fund $131.8 million of share repurchases over nine months, leaving only $5.6 million of other debt outstanding as of February 28, 2026.
Operationally, year‑to‑date revenue was $1,105.8 million, slightly below $1,117.2 million in the prior period. Children’s Book Publishing and Distribution grew on stronger school reading events, while Education Solutions faced weaker curriculum and subscription demand. Entertainment revenue was modestly lower year‑to‑date but benefited from higher third‑quarter production revenues. International performance was mixed, with Dog Man title timing and currency movements affecting results.
Scholastic Corporation reported fiscal 2026 third-quarter revenue of $329.1 million, down 2% from a year ago, and a diluted EPS of $2.55 versus a loss of $0.13, driven largely by a $119.8 million gain on real-estate sale-leaseback transactions.
Adjusted EBITDA was $0.0 million, compared with $6.0 million last year, but would have been $6.7 million excluding the $6.7 million sale-leaseback impact. Year-to-date revenue was $1,105.8 million, down 1%, while adjusted EBITDA rose to $66.8 million, reflecting stronger Children’s Book Publishing and lower overhead.
The company generated over $400 million in net sale-leaseback proceeds, lifting net cash to $90.6 million from net debt of $189.4 million. The Board approved a new $300 million share repurchase authorization, including a planned $200 million modified Dutch auction tender at $36–$40 per share, alongside a long-term net leverage target of 2.0–2.5x Adjusted EBITDA and reaffirmed full-year Adjusted EBITDA guidance of $146–$156 million and free cash flow expected to exceed $430 million.
Scholastic Corporation plans a modified Dutch auction tender offer to repurchase up to $200 million of its common stock. The company expects to buy shares at cash prices between $36.00 and $40.00 per share, less applicable taxes and without interest.
The offer is expected to begin on March 23, 2026 and is scheduled to expire at 5:00 p.m. New York City time on April 20, 2026, unless extended or terminated earlier. Scholastic expects to fund the repurchase with cash on hand and borrowings under its revolving credit facility.
The Board frames this as a next step in its capital allocation strategy following recent real estate transactions, aiming to return cash to shareholders while managing the balance sheet. The tender has not yet commenced and will proceed only on the terms set out in formal offer documents to be filed on Schedule TO.
Scholastic Corporation director Iole Lucchese filed a Schedule 13D reporting beneficial ownership of 1,237,661 common shares, or 5.5% of the class. This stake includes 579,247 common shares and 445,452 Class A shares held by the Estate of M. Richard Robinson Jr., which are immediately convertible into common shares, plus 164,782 currently exercisable options held by Lucchese.
Lucchese became an executor of the estate through court appointment, so the increased stake arose through operation of law rather than open‑market purchases. As board chair and a senior executive, she notes she has no current specific plans for corporate actions but may change intentions based on future conditions.
Scholastic Corporation investor Florence Robinson Ford filed an amended Schedule 13G reporting beneficial ownership of 1,440,035 shares of Scholastic common stock, representing 5.9% of the class as of the event date.
The position is held entirely through the Maurice R. Robinson Trust, where Ford, two siblings, and Andrew S. Hedden share voting and investment power. It includes 1,115,725 common shares and 324,310 additional common shares issuable upon conversion of an equal number of Class A shares on a share-for-share basis. Ford reports no sole voting or dispositive power and excludes shares owned directly or in trust for her children, which she disclaims.