Filing Details

Accession Number:
0001127602-19-034633
Form Type:
4
Zero Holdings:
No
Publication Time:
2019-12-09 19:46:00
Reporting Period:
2019-12-05
Accepted Time:
2019-12-09 19:46:00
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1447599 Fitbit Inc. FIT Electronic Computers (3571) 208920744
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1645531 James Park C/O Fitbit
199 Fremont Street, 14Th Floor
San Francisco CA 94105
President, Ceo, Cob Yes Yes Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Acquisiton 2019-12-05 340,987 $0.00 527,017 No 4 C Direct
Class A Common Stock Disposition 2019-12-05 340,987 $6.80 186,030 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class B Common Stock Employee Stock Option (Right to Buy) Disposition 2019-12-05 642,902 $0.00 642,902 $0.06
Class A Common Stock Class B Common Stock Acquisiton 2019-12-05 642,902 $0.00 642,902 $0.00
Class A Common Stock Class B Common Stock Disposition 2019-12-05 340,987 $0.00 340,987 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
1,412,278 2021-09-27 No 4 M Direct
642,902 No 4 M Direct
301,915 No 4 C Direct
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Class A Common Stock Class B Common Stock $0.00 13,718,595 13,718,595 Indirect
Class A Common Stock Class B Common Stock $0.00 900,000 900,000 Indirect
Expiration Date Amount Remaning Holdings Nature of Ownership
13,718,595 13,718,595 Indirect
900,000 900,000 Indirect
Footnotes
  1. The option exercises and sale transactions reported in this Form 4 were effected by the reporting person in order to permissively mitigate the potential adverse tax consequences of Section 280G of the Internal Revenue Code of 1986,as amended, in connection with the pending acquisition of the Issuer by Google LLC.
  2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.76 to $6.8351 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  3. The option is fully vested and exercisable.
  4. Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. The Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of: (i) any transfer, whether or not for value, except for certain "Permitted Transfers" as defined in the Issuer's restated certificate of incorporation in effect as of the date hereof, (ii) the affirmative vote of the holders of Class B Common Stock representing not less than a majority of the outstanding shares of Class B Common Stock, or (iii) June 17, 2027.