Filing Details

Accession Number:
0001179110-10-004705
Form Type:
4
Zero Holdings:
No
Publication Time:
2010-03-08 12:00:00
Reporting Period:
2010-03-04
Filing Date:
2010-03-08
Accepted Time:
2010-03-08 17:13:17
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1075531 Priceline Com Inc PCLN Services-Business Services, Nec (7389) 061528493
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1214606 H Jeffery Boyd 800 Connecticut Avenue
Norwalk CT 06854
President And Ceo Yes Yes No No
Transaction Summary
Sold: 27,357 shares Avg. Price: $233.38 Total Value: $6,384,516.83
Number of Shares After Transactions: 206,138 shares
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
2010 Performance Share Unit Grant Acquisiton 2010-03-04 12,404 $0.00 12,404 No 4 A Direct
Common Stock Acquisiton 2010-03-05 66,000 $0.00 233,495 No 4 A Direct
Common Stock Disposition 2010-03-05 1,500 $231.76 231,995 No 4 S Direct
Common Stock Disposition 2010-03-05 15,900 $232.95 216,095 No 4 S Direct
Common Stock Disposition 2010-03-05 7,400 $233.97 208,695 No 4 S Direct
Common Stock Disposition 2010-03-05 2,359 $234.89 206,336 No 4 S Direct
Common Stock Disposition 2010-03-08 198 $239.84 206,138 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 A Direct
No 4 A Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
2008 Performance Share Units 18,038 Direct
Restricted Stock Units 27,828 Direct
Common Stock 166 Indirect See Footnote
Footnotes
  1. On March 4, 2010, Mr. Boyd was granted 12,404 priceline.com Incorporated (the "Company") performance share units, which represents the "target" number of performance share units. The exact number of shares to be issued to Mr. Boyd, which could be as many as three times the initial grant, or alternatively, no shares, will depend upon, among other things, the Company's financial performance. The shares, if any, will be issued on or about March 1, 2013 or earlier, in the event of, among other things, a termination of employment in certain circumstances.
  2. On March 5, 2010, performance share units, which were originally issued on March 5, 2007, vested pursuant to their terms and upon the satisfaction of the applicable performance criteria resulting in the issuance of 66,000 shares of priceline.com common stock.
  3. The shares were sold pursuant to a sales plan, dated August 22, 2008, that complies with the requirements of Rule 10b5-1(c)(1) under the Securities and Exchange Act of 1934, as amended. The shares were sold to pay the taxes associated with the vesting of the performance share units on March 5, 2010.
  4. Represents the weighted average sales price. The range of prices received for the reported transactions were $231.42-$232.30. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price.
  5. Represents the weighted average sales price. The range of prices received for the reported transactions were $232.44-$233.40. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price.
  6. Represents the weighted average sales price. The range of prices received for the reported transactions were $233.44-$234.29. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price.
  7. Represents the weighted average sales price. The range of prices received for the reported transactions were $234.45-$235.32. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price.
  8. Represents "target" number of performance share units outstanding. The actual number of shares issued, if any, could increase or decrease depending on certain performance factors.
  9. Represents "target" number of restricted stock units outstanding. The actual number of shares issued, if any, could decrease depending on certain performance factors.
  10. Shares held by an immediate family member, of which Mr. Boyd disclaims beneficial ownership.