Filing Details
- Accession Number:
- 0001140361-18-029193
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2018-06-19 18:14:13
- Reporting Period:
- 2018-06-15
- Accepted Time:
- 2018-06-19 18:14:13
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1125920 | Shutterfly Inc | SFLY | Services-Photofinishing Laboratories (7384) | 943330068 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1647246 | Tracy Layney | C/O Shutterfly, Inc. 2800 Bridge Parkway Redwood City CA 94065 | Svp, Chief Hr Officer | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2018-06-15 | 2,793 | $44.75 | 24,543 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2018-06-15 | 2,593 | $94.15 | 21,950 | No | 4 | S | Direct | |
| Common Stock | Disposition | 2018-06-15 | 200 | $95.16 | 21,750 | No | 4 | S | Direct | |
| Common Stock | Acquisiton | 2018-06-15 | 10,875 | $0.00 | 32,625 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2018-06-18 | 10,882 | $93.48 | 21,743 | No | 4 | S | Direct | |
| Common Stock | Disposition | 2018-06-19 | 4,393 | $93.69 | 17,350 | No | 4 | S | Direct | |
| Common Stock | Disposition | 2018-06-19 | 6,475 | $94.47 | 10,875 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | M | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Employee Stock Option (right to buy) | Disposition | 2018-06-15 | 2,793 | $0.00 | 2,793 | $44.75 |
| Common Stock | Restricted Stock Units | Disposition | 2018-06-15 | 10,875 | $0.00 | 10,875 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 22,347 | 2024-02-13 | No | 4 | M | Direct | |
| 10,875 | No | 4 | M | Direct |
Footnotes
- This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person.
- Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $93.63 to $94.60 per share. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price within the range.
- Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $95.02 to $95.29 per share. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price within the range.
- Vesting of restricted stock units ("RSUs") that were earned by the Reporting Person on February 10, 2016.
- Represents the aggregate number of shares of the Issuer's common stock sold by the Reporting Person to cover taxes due upon the release and settlement of the RSU's. The Reporting Person did not sell or otherwise dispose of any of the shares reported on this line for any reason other than to cover required taxes.
- Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $93.15 to $94.14 per share. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price within the range.
- Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $94.16 to $95.04 per share. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price within the range.
- The stock option vested and became exercisable as to 1/4th of the shares subject to the option on February 14, 2018, and thereafter vests as to 1/48th of the shares in equal monthly installments, until such time as the option is 100% vested, subject to the continuing employment of the Reporting Person on each vesting date.
- Each RSU represents a contingent right to receive one (1) share of Issuer common stock under the Issuer's 2015 Equity Incentive Plan.
- The RSUs vest in 4 equal annual installments, subject to the Reporting Person's continuous service to the Issuer through each such vesting date, with the first installment to vest on June 15, 2016. Vested shares shall be settled within 30 days of the vesting date as set forth in the RSU Award Agreement. These RSUs will expire upon the earlier of the date: (i) when all are settled or (ii) when the Reporting Person ceases to provide services to the Issuer.
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