Filing Details

Accession Number:
0001179110-13-004251
Form Type:
4
Zero Holdings:
No
Publication Time:
2013-03-05 17:15:17
Reporting Period:
2013-03-01
Filing Date:
2013-03-05
Accepted Time:
2013-03-05 17:15:17
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
1214612 J Peter Millones 800 Connecticut Avenue
Norwalk CT 06854
Executive Vp, General Counsel 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 2013-03-01 10,178 $0.00 14,081 No 4 A Direct
Common Stock Disposition 2013-03-01 4,952 $689.11 9,129 No 4 F Direct
Common Stock Disposition 2013-03-04 100 $693.86 9,029 No 4 S Direct
Common Stock Disposition 2013-03-04 100 $695.36 8,929 No 4 S Direct
Common Stock Disposition 2013-03-04 400 $701.30 8,529 No 4 S Direct
Common Stock Disposition 2013-03-04 200 $703.90 8,329 No 4 S Direct
Common Stock Disposition 2013-03-04 100 $705.06 8,229 No 4 S Direct
2013 Performance Share Unit Grant Acquisiton 2013-03-04 5,750 $0.00 5,750 No 4 A Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 A Direct
No 4 F Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 A Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
2012 Performance Share Units 3,097 Direct
2011 Performance Share Units 3,098 Direct
Footnotes
  1. On March 1, 2013, performance share units vested pursuant to their terms and resulted in the issuance of 10,178 shares of priceline.com common stock.
  2. On March 1, 2013, 4,952 shares of common stock were withheld to satisfy certain tax withholding obligations related to the vesting of performance share units.
  3. The shares were sold pursuant to a sales plan, dated November 21, 2012, that complies with the requirements of Rule 10b5-1(c)(1) under the Securities Exchange Act of 1934, as amended.
  4. Represents the weighted average sales price. The range of prices received for the reported transactions was $701.05 - $701.60. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price.
  5. March 4, 2013 grant of 5,750 performance share units. The exact number of shares to be issued upon vesting could be as many as two times the initial grant or as little as no shares, and depends upon, among other things, the Company's financial performance. Subject to continued service, the shares, if any, will be issued on or about March 4, 2016 or earlier, in the event of, among other things, a "change in control" (as defined in the performance share unit agreement) of the Company and/or termination of employment in certain circumstances.
  6. Represents "target" number of shares underlying performance share units outstanding. The actual number of shares issued, if any, could increase or decrease depending on certain performance factors.