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Filing Details

Accession Number:: 0001181431-11-033006
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2011-05-26 19:33:09
Reporting Period:: 2011-05-24

Filing Date:: 2011-05-26
Accepted Time:: 2011-05-26 18:33:09
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1271024	Linkedin Corp	LNKD	Services-Computer Programming, Data Processing, Etc. (7370)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1519500	Dipchand Nishar	C/O Linkedin Corporation 2029 Stierlin Court Mountain View CA 94043	Svp Products & User Experience	No	Yes	No	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	Explanation
Common Stock	Disposition	2011-05-24	228,511	$0.00	0	No	4	J	Indirect	See footnote
Common Stock	Disposition	2011-05-24	47,382	$0.00	0	No	4	J	Indirect	See footnote
Common Stock	Disposition	2011-05-24	47,382	$0.00	0	No	4	J	Indirect	See footnote
Class A Common Stock	Disposition	2011-05-24	25,000	$0.00	25,000	No	4	C	Indirect	See footnote
Class A Common Stock	Disposition	2011-05-24	25,000	$41.85	0	No	4	S	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	J	Indirect	See footnote
No	4	J	Indirect	See footnote
No	4	J	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	S	Indirect	See footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Acquisiton	2011-05-24	228,511	$0.00	228,511	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2011-05-24	47,382	$0.00	47,382	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2011-05-24	47,382	$0.00	47,382	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2011-05-24	25,000	$0.00	25,000	$0.00
Common Stock	Employee Stock Option (right to buy)	Disposition	2011-05-24	456,725	$0.00	456,725	$2.32
Class B Common Stock	Employee Stock Option (right to buy)	Acquisiton	2011-05-24	456,725	$0.00	456,725	$2.32
Common Stock	Employee Stock Option (right to buy)	Disposition	2011-05-24	70,000	$0.00	70,000	$3.50
Class B Common Stock	Employee Stock Option (right to buy)	Acquisiton	2011-05-24	70,000	$0.00	70,000	$3.50
Common Stock	Employee Stock Option (right to buy)	Disposition	2011-05-24	120,000	$0.00	120,000	$3.50
Class B Common Stock	Employee Stock Option (right to buy)	Acquisiton	2011-05-24	120,000	$0.00	120,000	$3.50

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
228,511		No	4	J	Indirect
47,382		No	4	J	Indirect
47,382		No	4	J	Indirect
203,511		No	4	C	Indirect
0	2019-02-24	No	4	J	Direct
456,725	2019-02-24	No	4	J	Direct
0	2019-11-05	No	4	J	Direct
70,000	2019-11-05	No	4	J	Direct
0	2019-11-05	No	4	J	Direct
120,000	2019-11-05	No	4	J	Direct

Footnotes

Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock automatically converted into one share of Class B Common Stock immediately prior to the closing of the Issuer's initial public offering.
Shares held directly by the Nishar Family Trust dated October 8, 2008 for which the Reporting Person and his spouse serve as trustees.
Shares held directly by the Dipchand V. Nishar 2009 Grantor Retained Annuity Trust dated December 2, 2009 for which the Reporting Person serves as trustee.
Shares held directly by the Rashmi D. Nishar 2009 Grantor Retained Annuity Trust dated December 2, 2009 for which the Reporting Person's spouse serves as trustee.
Each share of Class A Common Stock was issued upon conversion of one share of Class B Common Stock. The Reporting Person sold shares to the Underwriters in connection with the sale of shares of Class A Common Stock by the Reporting Person in the Issuer's initial public offering.
Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common stock upon (i) the date specified by the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, (ii) any transfer (subject to certain exceptions), or (iii) the death of a natural person holding Class B Common Stock, the Class B Common Stock held by that person or his or her permitted estate planning entities will convert automatically into Class A Common Stock. The Class A Common Stock and Class B Common Stock will each convert automatically into a single class of Common Stock on the date on which the number of outstanding shares of Class B Common Stock represents less than 10% of the aggregate combined number of outstanding shares of Class A Common Stock and Class B Common Stock.
Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock underlying the reported option automatically converted into one share of Class B Common Stock immediately prior to the closing of the Issuer's initial public offering.
The option, representing a right to purchase a total of 780,000 shares, was exercised in part prior to the date on which the Reporting Person became subject to Section 16. One-fourth of the shares subject to the option vested on January 5, 2010 and one forty-eighth of the shares vest monthly thereafter.
One-fourth of the shares subject to the option vested on November 5, 2010 and one forty-eighth of the shares vest monthly thereafter.
Shares subject to the option vest in twelve equal monthly installments beginning on December 5, 2012.