SEC Form 4 · accession 0001140361-18-025780
SHUTTERFLY INC · SFLY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ann Mather
Director
Period of report
May 23, 2018
Accepted (ET)
May 25, 2018 · 6:28 pm EDT
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 | May 24, 2018 | M | 3,940 | $0.00 | A | 9,303 | D | |
| Common StockF3 | May 25, 2018 | S | 3,940 | $93.0371 | D | 5,363 | 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 UnitsF4,F5 | — | May 23, 2018 | A | 2,400 | A | — | — | Common Stock | 2,400 | 2,400 | D |
| Restricted Stock UnitsF4,F6 | — | May 24, 2018 | M | 3,940 | D | — | — | Common Stock | 3,940 | 0 | D |
Explanation of responses
- F1Vesting of restricted stock units ("RSUs") granted to the Reporting Person on May 24, 2017.
- F2This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the reporting person.
- F3Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $92.72 to $93.55 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.
- F4Each RSU represents a contingent right to receive one (1) share of Issuer common stock under the Issuer's 2015 Equity Incentive Plan.
- F5The RSUs will vest in full on May 23, 2019, subject to the continued service of the Reporting Person on the vest date.
- F6The RSUs vested in full on May 24, 2018.