SEC Form 4 · accession 0001140361-16-079366

FITBIT INC · FIT

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — EVP, INTERACTIVE

Period of report

Sep 7, 2016

Accepted (ET)

Sep 9, 2016 · 4:38 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001447599

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F1	Sep 7, 2016	C	19,368	—	A	19,368	I	By grantor retained annuity trust
Class A Common Stock	Sep 7, 2016	G	19,368	$0.00	D	0	I	By grantor retained annuity trust
Class A Common Stock^F1	Sep 7, 2016	C	19,368	—	A	19,368	I	By spouse's grantor retained annuity trust
Class A Common Stock	Sep 7, 2016	G	19,368	$0.00	D	0	I	By spouse's grantor retained annuity trust
Class A Common Stock	Sep 7, 2016	G	38,736	$0.00	A	38,736	I	By family trust

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class B Common Stock^F1	—	Sep 7, 2016	C	19,368	D	—	—	Class A Common Stock	19,368	7,158	I
Class B Common Stock^F1	—	Sep 7, 2016	C	19,368	D	—	—	Class A Common Stock	19,368	7,158	I
Class B Common Stock^F1	—	holding	—	—	—	—	—	Class A Common Stock	256,948	256,948	D

F1Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. The Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of: (i) any transfer, whether or not for value, except for certain "Permitted Transfers" as defined in the Issuer's restated certificate of incorporation in effect as of the date hereof, (ii) the affirmative vote of the holders of Class B Common Stock representing not less than a majority of the outstanding shares of Class B Common Stock, or (iii) June 17, 2027.