SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
HOLLAND LARRY V

(Last) (First) (Middle)
C/O CORPORATE SECRETARY
SCHOLASTIC CORPORATION 557 BROADWAY

(Street)
NEW YORK NY 10012

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SCHOLASTIC CORP [ SCHL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP Human Resources
3. Date of Earliest Transaction (Month/Day/Year)
04/04/2005
4. If Amendment, Date of Original Filed (Month/Day/Year)
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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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
Common Stock 04/04/2005 M 32,497 A $30.625 40,878 D
Common Stock 04/04/2005 S 10,000 D $36.1873 30,878 D
Common Stock 04/04/2005 S 10,000 D $36.5883 20,878 D
Common Stock 04/04/2005 S 5,700 D $36.25 15,178 D
Common Stock 04/04/2005 S 6,797 D $37.3492 8,381 D
Common Stock 04/04/2005 M 7,803 A $27.46 16,184 D
Common Stock 04/04/2005 S 803 D $36.3492 15,381 D
Common Stock 04/04/2005 S 1,000 D $36.419 14,381 D
Common Stock 04/04/2005 S 1,000 D $36.432 13,381 D
Common Stock 04/04/2005 S 1,000 D $36.403 12,381 D
Common Stock 04/04/2005 S 1,000 D $36.354 11,381 D
Common Stock 04/04/2005 S 1,000 D $36.4 10,381 D
Common Stock 04/04/2005 S 1,000 D $36.4164 9,381 D
Common Stock 04/04/2005 S 1,000 D $36.5303 8,381 D
Common Stock 04/05/2005 M 2,197 A $27.46 10,578 D
Common Stock 04/05/2005 S 10,000 D $36.6782 578 D
Common Stock 04/05/2005 M 17,803 A $25.69 18,381 D
Common Stock 04/05/2005 S 10,000 D $36.6384 8,381 D
Common Stock 344 I By trustee of 401(k) Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Employee Stock Option (right to buy) $30.625 04/04/2005 M 32,497 (1) 07/19/2006 Common Stock 32,497 $0 0 D
Employee Stock Option (right to buy) $27.46 04/04/2005 M 7,803 (2) 07/14/2013 Common Stock 7,803 $0 32,197 D
Employee Stock Option (right to buy) $25.69 04/05/2005 M 17,803 (3) 07/21/2009 Common Stock 17,803 $0 32,197 D
Common Stock $27.46 04/05/2005 M 2,197 (2) 07/14/2013 Common Stock 2,197 $0 30,000 D
Explanation of Responses:
1. The option vested in four equal installments on July 18, 1997, 1998, 1999 and 2000.
2. The option vests in four equal installments on July 14, 2004, 2005, 2006 and 2007.
3. The option vested in four equal installments on July 20, 2000, 2001, 2002 and 2003.
Teresa M. Connelly, Attorney-in-fact 04/06/2005
** 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 Number.