SEC Form 4 · accession 0001140361-18-027258
SHUTTERFLY INC · SFLY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Christopher North
Officer — President & CEO · Director
Period of report
May 31, 2018
Accepted (ET)
Jun 4, 2018 · 9:05 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 31, 2018 | M | 50,000 | $0.00 | A | 62,394 | D | |
| Common StockF2 | May 31, 2018 | S | 25,112 | $94.6754 | D | 37,282 | D | |
| Common Stock | Jun 4, 2018 | S | 9,955 | $95.0732 | D | 27,327 | 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 31, 2018 | M | 50,000 | D | — | — | Common Stock | 50,000 | 60,000 | D |
Explanation of responses
- F1Vesting of restricted stock units ("RSUs") granted to the Reporting Person on May 31, 2016.
- F2Represents the aggregate number of shares of the Issuer's common stock sold by the Reporting Person to cover taxes due upon the release and settlement of the RSUs. The Reporting Person did not sell or otherwise dispose of any of the shares reported on this line for any reason other than to cover required taxes.
- F3This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person.
- F4Each RSU represents a contingent right to receive one (1) share of Issuer common stock.
- F5The RSU vested or will vest as follows: (i) 40,000 shares on May 31, 2017, (ii) 50,000 shares on May 31, 2018, and (iii) 60,000 shares on May 31, 2019, subject to the continued employment of the Reporting Person on each vesting date.