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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1. Name and Address of Reporting Person*
Turner Kami
(Last) (First) (Middle)
C/O DONNELLEY FINANCIAL SOLUTIONS
391 STEEL WAY
(Street)
LANCASTER PA 17601
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Donnelley Financial Solutions, Inc. [ DFIN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Accounting Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/03/2025
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 03/03/2025 F(1) 930 D $47.54 43,629 D
Common Stock 03/03/2025 A(2) 4,620 A $47.54 48,249 D
Common Stock 03/03/2025 F(3) 3,564 D $47.54 44,685 D
Common Stock 03/03/2025 A 1,400 A (4) 46,085 D
Common Stock 03/03/2025 A 2,131 A (5) 48,216 D
Common Stock 03/04/2025 F(1) 269 D $46.1 47,947(6) D
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
Explanation of Responses:
1. Shares were withheld as payment of a tax liability incident to vesting of restricted stock units issued in accordance with Rule 16b-3.
2. Represents earned portions of Company granted PSUs issued in 2022 pursuant to a Rule 16b-3 plan for which performance has been determined. On March 3, 2025, the Compensation Committee determined the achievement of the performance goals for 2024 and 2022-2024, resulting in 2,466 and 2,154 earned stock units, respectively. The Compensation Committee had previously determined the achievement of the performance goals for 2022 and 2023, resulting in 2,234 and 1,142 earned stock units. The total earned stock units of 7,996 were delivered on March 3, 2025.
3. Shares were withheld as payment of a tax liability incident to vesting of performance stock units issued in accordance with Rule 16b-3.
4. Represents earned portions of the Company granted PSUs issued in 2023 and 2024 pursuant to a Rule 16b-3 plan for which performance has been determined. For the 2023 PSUs, 25% is subject to performance goals related to 2024 performance, which was determined by the Compensation Committee to be achieved on March 3, 2025 and resulted in 1,156 earned stock units. For the 2024 PSUs, 10% is subject to performance goals related to 2024 performance, which was determined by the Compensation Committee to be achieved on March 3, 2025 and resulted in 244 earned stock units, subject to additional modification based on the Company's relative total shareholder return at the end of 2026. Earned stock units for the 2023 and 2024 PSUs remain subject to service-based vesting until each of the performance periods related to that PSU's goals is complete, at the close of 2025 and 2026 respectively, and final performance and payout is determined.
5. Company granted restricted stock units ("RSUs") issued pursuant to a Rule 16b-3 plan. The RSUs vest three equal annual installments beginning on March 3, 2026.
6. Includes 40,678 shares held directly, 4,148 restricted stock unit, and 3,856 earned performance share units with additional service-based vesting.
William Zola, pursuant to power of attorney 03/05/2025
** 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.
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