Filing Details

Accession Number:
0001209191-16-153582
Form Type:
4
Zero Holdings:
No
Publication Time:
2016-12-06 13:56:34
Reporting Period:
2016-12-02
Filing Date:
2016-12-06
Accepted Time:
2016-12-06 13:56:34
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
1642681 Jon Callaghan 530 Lytton Ave., Suite 303
Palo Alto CA 94301
Yes No 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 2016-12-02 400,000 $0.00 400,000 No 4 C Indirect By True Ventures II, L.P.
Class A Common Stock Disposition 2016-12-02 400,000 $8.23 0 No 4 S Indirect By True Ventures II, L.P.
Class A Common Stock Acquisiton 2016-12-05 460,000 $0.00 460,000 No 4 C Indirect By True Ventures II, L.P.
Class A Common Stock Disposition 2016-12-05 460,000 $8.13 0 No 4 S Indirect By True Ventures II, L.P.
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Indirect By True Ventures II, L.P.
No 4 S Indirect By True Ventures II, L.P.
No 4 C Indirect By True Ventures II, L.P.
No 4 S Indirect By True Ventures II, L.P.
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock Class B Common Stock Disposition 2016-12-02 400,000 $0.00 400,000 $0.00
Class A Common Stock Class B Common Stock Disposition 2016-12-05 460,000 $0.00 460,000 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
13,897,079 No 4 C Indirect
13,437,079 No 4 C Indirect
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Class A Common Stock 1,044,337 Indirect See footnote
Class A Common Stock 13,671 Indirect By True Venture Management, L.L.C.
Footnotes
  1. 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.
  2. Shares held of record by True Ventures II, L.P., or TV II, a Delaware limited partnership, for itself and as nominee for True Ventures II-A, L.P., or TV II-A, a Delaware limited partnership. True Venture Partners II, L.L.C., or TVP II, a Delaware limited liability company, is the general partner of each of TV II and TV II-A. Jon Callaghan, a member of the Issuer's Board of Directors, and Philip Black are the managing members of TVP II and, therefore, may be deemed to share voting and dispositive power over the shares held by TV II and TV II-A.
  3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.12 to$8.42, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities andExchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth inthis footnote.
  4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.99 to$8.30, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities andExchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth inthis footnote.
  5. Shares held directly by a family trust controlled by Jon Callaghan.
  6. Shares are held directly by True Venture Management, L.L.C., which is controlled by Jon Callaghan and Philip D. Black.