Filing Details

Accession Number:
0001179110-12-004028
Form Type:
4
Zero Holdings:
No
Publication Time:
2012-03-02 16:26:08
Reporting Period:
2012-02-29
Filing Date:
2012-03-02
Accepted Time:
2012-03-02 16:26:08
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: 50,000 shares Avg. Price: $629.70 Total Value: $31,484,842.10
Number of Shares After Transactions: 197,260 shares
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 2012-02-29 50,000 $18.78 247,260 No 4 M Direct
Common Stock Disposition 2012-02-29 6,128 $627.21 241,132 No 4 S Direct
Common Stock Disposition 2012-02-29 11,516 $628.20 229,616 No 4 S Direct
Common Stock Disposition 2012-02-29 9,976 $629.24 219,640 No 4 S Direct
Common Stock Disposition 2012-02-29 10,380 $630.06 209,260 No 4 S Direct
Common Stock Disposition 2012-02-29 2,800 $631.22 206,460 No 4 S Direct
Common Stock Disposition 2012-02-29 4,589 $632.15 201,871 No 4 S Direct
Common Stock Disposition 2012-02-29 3,511 $633.33 198,360 No 4 S Direct
Common Stock Disposition 2012-02-29 1,100 $634.23 197,260 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 S Direct
No 4 S Direct
No 4 S 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 Stock Options (right to buy) Disposition 2012-02-29 50,000 $0.00 50,000 $18.78
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
50,000 2014-02-06 No 4 M Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
2011 Performance Share Units 9,682 Direct
2010 Performance Share Units 12,404 Direct
Restricted Stock Units 27,828 Direct
Common Stock 166 Indirect See Footnote
Footnotes
  1. The shares were sold pursuant to a sales plan dated August 24, 2009 (the "2009 Plan") which complies with the requirements of Rule 10b5-1(c)(1) under the Securities and Exchange Act of 1934, as amended. The terms of the 2009 Plan were summarized in a Form 8-K filed with the Securities and Exchange Commission on August 27, 2009. The existence of the 2009 Plan, the total shares subject to the 2009 Plan and the date of adoption of the 2009 Plan were also disclosed on the Investor Relations section of priceline.com's website and in priceline.com's proxy statements filed with the Securities and Exchange Commission in 2010 (pg. 27) and 2011 (pg. 33).
  2. Represents the weighted average sales price. The range of prices received for the reported transactions was $626.70 - $627.69. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price.
  3. Represents the weighted average sales price. The range of prices received for the reported transactions was $627.73 - $628.68. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price.
  4. Represents the weighted average sales price. The range of prices received for the reported transactions was $628.73 - $629.71. 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 was $629.73 - $630.71. 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 was $630.73 - $631.68. 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 was $631.75 - $632.54. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price.
  8. Represents the weighted average sales price. The range of prices received for the reported transactions was $632.76 - $633.56. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price.
  9. Represents the weighted average sales price. The range of prices received for the reported transactions was $634.00 - $634.56. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price.
  10. 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.
  11. Represents "target" number of restricted stock units outstanding. The actual number of shares issued, if any, could decrease depending on certain performance factors.
  12. Shares held by an immediate family member, of which Mr. Boyd disclaims beneficial ownership.
  13. One-third of the shares vested on February 6, 2005 and the remaining shares vested pro rata through February 6, 2007.