SEC Form 4 · accession 0000796343-19-000026
ADOBE INC. · ADBE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Shantanu Narayen
Officer — Chairman, President and CEO · Director
Period of report
Jan 24, 2019
Accepted (ET)
Jan 28, 2019 · 4:30 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000796343
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 25, 2019 | M | 195,930 | $0.00 | A | 495,584 | I | by trust |
| Common StockF2,F1 | Jan 25, 2019 | F | 97,142 | $242.56 | D | 398,442 | I | by trust |
| Common StockF1 | Jan 25, 2019 | M | 32,655 | $0.00 | A | 431,097 | I | by trust |
| Common StockF2,F1 | Jan 25, 2019 | F | 16,203 | $242.56 | D | 414,894 | I | by trust |
| Common StockF1 | Jan 25, 2019 | M | 28,327 | $0.00 | A | 443,221 | I | by trust |
| Common StockF2,F1 | Jan 25, 2019 | F | 14,044 | $242.56 | D | 429,177 | I | by trust |
| Common StockF1 | Jan 25, 2019 | M | 20,449 | $0.00 | A | 449,626 | I | by trust |
| Common StockF2,F1 | Jan 25, 2019 | F | 10,138 | $242.56 | D | 439,488 | I | by trust |
| Common StockF3,F4,F1 | Jan 25, 2019 | S | 72,108 | $244.7642 | D | 367,380 | I | by trust |
| Common StockF3,F5,F1 | Jan 25, 2019 | S | 47,131 | $245.8139 | D | 320,249 | I | by trust |
| Common StockF3,F6,F1 | Jan 25, 2019 | S | 20,595 | $246.6686 | D | 299,654 | I | by trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance SharesF7 | $0.00 | Jan 24, 2019 | M | 195,930 | D | — | — | Common Stock | 195,930 | 0 | D |
| Restricted Stock UnitF8 | $0.00 | Jan 24, 2019 | M | 32,655 | D | — | — | Common Stock | 32,655 | 0 | D |
| Restricted Stock UnitF9 | $0.00 | Jan 24, 2019 | M | 28,327 | D | — | — | Common Stock | 28,327 | 28,326 | D |
| Restricted Stock UnitF10 | $0.00 | Jan 24, 2019 | M | 20,449 | D | — | — | Common Stock | 20,449 | 40,896 | D |
| Performance SharesF11,F12 | $0.00 | Jan 24, 2019 | A | 123,742 | A | — | — | Common Stock | 123,742 | 123,742 | D |
| Performance SharesF11,F12 | $0.00 | Jan 24, 2019 | A | 61,872 | A | — | — | Common Stock | 61,872 | 61,872 | D |
| Restricted Stock UnitF13 | $0.00 | Jan 24, 2019 | A | 41,248 | A | — | — | Common Stock | 41,248 | 41,248 | D |
Explanation of responses
- F1Shares held by The Narayen Family Trust, dtd 11/30/00 of which reporting person is a trustee.
- F10Vests at a rate of 1/3 annually on the first, second and third anniversaries of the January 24, 2018 vesting commencement date.
- F11Represents 200% of the target payout (the maximum number of Performance Shares that will be earned, if at all) following the three-year performance period.
- F12The Performance Shares will vest in full upon the certification of performance goal achievement following the three-year anniversary of the January 24, 2019 vesting commencement date if the performance goal is achieved.
- F13Vests 25% on the first anniversary of the January 24, 2019 vesting commencement date and then 6.25% quarterly thereafter.
- F2Shares surrendered to pay tax liability due at vesting.
- F3The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person September 21, 2018.
- F4This transaction was executed in multiple trades at prices ranging from $244.20 to $245.19. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
- F5This transaction was executed in multiple trades at prices ranging from $245.20 to $246.19. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
- F6This transaction was executed in multiple trades at prices ranging from $246.20 to $247.06. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
- F7The Performance Shares vested in full upon the certification of performance goal achievement at 200% following the three-year anniversary of the January 24, 2016 vesting commencement date.
- F8Vests at a rate of 1/3 annually on the first, second and third anniversaries of the January 24, 2016 vesting commencement date.
- F9Vests at a rate of 1/3 annually on the first, second and third anniversaries of the January 24, 2017 vesting commencement date.