|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
|
| ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | (5) | 02/17/2016 | M(1) | 2,250 | (5) | (5) | Common Stock | 1,500 | $ 0 | 6,750 | D | ||||
Performance-Based Restricted Stock Units | (6) | 02/17/2016 | M(3) | 2,250 | (6) | (6) | Common Stock | 1,500 | $ 0 | 6,750 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Wiley Roland Karl C/O SHUTTERFLY, INC. 2800 BRIDGE PARKWAY REDWOOD CITY, CA 94065 |
SVP and General Manager |
/s/ Ray Amanquah, Attorney-in-Fact | 02/19/2016 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Reflects shares vested pursuant to the restricted stock unit award granted on February 13, 2015 (the "RSU") under the Issuer's 2006 Equity Incentive Plan (the "Plan"). |
(2) | Represents shares sold to cover taxes due upon vesting and settlement of the RSU. |
(3) | Reflects shares vested pursuant to the performance-based restricted stock unit award granted on February 13, 2015 (the "PBRSU") under the Plan. |
(4) | Represents shares sold to cover taxes due upon vesting and settlement of the PBRSU. |
(5) | Each of these RSUs represents a contingent right to receive one (1) share of Issuer common stock under the Plan. This award vests in 4 equal annual installments beginning February 17, 2015. The first installment vested on February 17, 2016. This award expires on the earlier of the Settlement Date or the Termination Date. |
(6) | Each of these PBRSUs represents a contingent right to receive one (1) share of Issuer common stock under the Plan. This award vests in 4 equal annual installments beginning February 17, 2015, subject to achievement of the applicable performance objectives. The first installment vested on February 17, 2016. |