SEC Form 4 · accession 0001209191-18-033963
FITBIT INC · FIT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven Joseph Murray
Director
Period of report
May 24, 2018
Accepted (ET)
May 29, 2018 · 6:38 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 StockF1 | May 25, 2018 | M | 30,890 | $0.00 | A | 42,332 | D | |
| Class A Common StockF2 | holding | — | — | — | 2,000,000 | I | By Softbank PrinceVille Investments, LP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F4 | $0.00 | May 24, 2018 | A | 34,238 | A | — | — | Class A Common Stock | 34,238 | 34,238 | D |
| Restricted Stock UnitsF3,F5 | $0.00 | May 25, 2018 | M | 30,890 | D | — | — | Class A Common Stock | 30,890 | 0 | D |
Explanation of responses
- F1Represents the vesting of restricted stock units ("RSUs") granted on May 25, 2017 that fully vested on May 25, 2018.
- F2These shares are owned by Softbank PrinceVille Investments, L.P. ("Princeville"). The Reporting Person, a director of the Issuer, is a managing member of SB PV GP LLC, which is the general partner of SB PV GP, L.P., the general partner of Princeville and, as such may be deemed to share voting and dispositive power over the shares held by Princeville. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interests therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- F3This security represents RSUs. Each RSU represents a contingent right to receive 1 share of the Issuer's Class A Common Stock upon settlement for no consideration.
- F4The RSUs shall fully vest on the earlier of (i) the date of the 2019 annual meeting of stockholders (if the Reporting Person does not stand for re-election or is not re-elected at such meeting but provides continuous service to the Board until the date of such meeting) or (ii) May 24, 2019.
- F5The RSUs fully vested on May 25, 2018.