SEC Form 4 · accession 0001140361-16-087137
SHUTTERFLY INC · SFLY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lisa Blackwood-Kapral
Officer — Chief Accounting Officer
Period of report
Nov 15, 2016
Accepted (ET)
Nov 17, 2016 · 7:02 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001125920
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Nov 15, 2016 | M | 1,900 | $0.00 | A | 1,900 | D | |
| Common StockF2,F3 | Nov 15, 2016 | S | 721 | $49.2594 | D | 1,179 | D | |
| Common Stock | Nov 17, 2016 | S | 1,179 | $50.3472 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5,F6 | — | Nov 15, 2016 | M | 1,900 | D | — | — | Common Stock | 1,900 | 1,900 | D |
Explanation of responses
- F1Vesting of restricted stock units ("RSUs") granted to the Reporting Person on November 4, 2013.
- F2Represents shares sold to cover taxes due upon vesting and settlement of the RSU.
- F3Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $49.0528 to $49.26 per share. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price within the range.
- F4This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 26, 2016.
- F5The RSU represents a contingent right to receive one (1) share of Issuer common stock under the Issuer's 2006 Equity Incentive Plan.
- F6This award vests in 4 equal annual installments. The first and second installments vested on November 15, 2014 and November 15, 2015, and the third installment vested on November 15, 2016.