Sheila M Rutt Form 3 RR Donnelley & Sons / Sheila M Rutt ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Rutt Sheila M

(Last) (First) (Middle)

C/O R.R. DONNELLEY & SONS COMPANY

35 W. WACKER DRIVE

(Street)

CHICAGO IL 60601

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/17/2018

3. Issuer Name and Ticker or Trading Symbol
RR Donnelley & Sons Co [ RRD ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP and CHRO

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	63,287(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Includes 63,287 Company granted restricted stock units ("RSUs") issued pursuant to a Rule 16b-3 plan, 26,446 of which were granted on June 29, 2017 and vest in three equal annual installments beginning on July 1, 2018 and 36,841 of which were granted on March 2, 2018 and vest in three equal annual installments beginning on March 2, 2019, in each case subject to Ms. Rutt's continued employment with the Company.

Remarks:

	/s/ Deborah L. Steiner, as Attorney-in-Fact	05/24/2018
	** 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 5 (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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