Home > Insider Trading > Filing (0001179110-21-002825)

Filing Details

Accession Number:: 0001179110-21-002825
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-03-03 21:46:48
Reporting Period:: 2021-03-01

Accepted Time:: 2021-03-03 21:46:48
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1549346	Shutterstock Inc.	SSTK	Services-Computer Processing & Data Preparation (7374)	800812659

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1559639	Jonathan Oringer	C/O Shutterstock, Inc. 350 Fifth Avenue, 21St Floor New York NY 10118	Executive Chairman	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Disposition	2021-03-01	27,060	$88.93	13,451,184	No	4	S	Direct
Common Stock	Disposition	2021-03-01	1,399	$89.49	13,449,785	No	4	S	Direct
Common Stock	Acquisiton	2021-03-01	61,840	$88.88	13,511,625	No	4	M	Direct
Common Stock	Disposition	2021-03-01	30,284	$89.22	13,481,341	No	4	F	Direct
Common Stock	Disposition	2021-03-02	9,162	$85.98	13,472,179	No	4	S	Direct
Common Stock	Disposition	2021-03-02	18,008	$87.11	13,454,171	No	4	S	Direct
Common Stock	Disposition	2021-03-02	1,768	$87.69	13,452,403	No	4	S	Direct
Common Stock	Disposition	2021-03-02	487	$88.83	13,451,916	No	4	S	Direct
Common Stock	Disposition	2021-03-03	1,672	$85.30	13,450,244	No	4	S	Direct
Common Stock	Disposition	2021-03-03	20,474	$86.25	13,429,770	No	4	S	Direct
Common Stock	Disposition	2021-03-03	4,970	$87.03	13,424,800	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	S	Direct
No	4	S	Direct
No	4	M	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	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Performance-based Restricted Stock Units	Acquisiton	2021-03-01	61,840	$0.00	61,840	$0.00
Common Stock	Performance-based Restricted Stock Units	Disposition	2021-03-01	61,840	$0.00	61,840	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
61,840	2021-03-01		No	4	A	Direct
0	2021-03-01		No	4	M	Direct

Footnotes

Shares were sold pursuant to a duly adopted 10b5-1 trading plan entered into in accordance with the Issuer's insider trading policy. The plan provides for periodic sales of a total maximum of 1,020,000 shares over the period beginning on June 1, 2020 through May 31, 2021 and was entered into for investment diversification purposes.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.23 to $89.22 per share. 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 request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
This amount reflects a correction to the Form 4 filed on February 17, 2021, which incorrectly stated the Amount of Securities Beneficially Owned Following Reported Transaction amount as 13,418,244 instead of 13,478,244.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.23 to $89.75 per share. 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 request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.59 to $86.55 per share. 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 request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.60 to $87.56 per share. 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 request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.61 to $88.08 per share. 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 request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
Shares of the Issuer's common stock acquired upon the vesting of the 2021 tranche of the 2020 Award (defined below). The Compensation Committee of the Issuer (the "Compensation Committee") confirmed the achievement of performance and a corresponding payout at 150% of the targeted amount of shares.
Each PSU represents a contingent right to receive one share of the Issuer's common stock.
Performance-based restricted stock unit ("PSU") award, granted on April 1, 2020 (the "2020 Award") that provides for an aggregate target award of 124,930 shares of Issuer's Common Stock, contingent upon, and subject to adjustment based on, the achievement of certain adjusted EBITDA margin and revenue growth performance thresholds for each annual performance period. Subject to Compensation Committee confirmation of achievement of performance, the 2020 Award vests on March 1, 2021, March 1, 2022 and March 1, 2023 at 33%, 33% and 34% of the aggregate target, respectively, subject to adjustment pursuant to the award agreement.
Reflects shares of common stock withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of PSUs.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.70 to $85.67 per share. 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 request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.72 to $86.69 per share. 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 request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.77 to $87.34 per share. 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 request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.