-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ItPH+XKwz9OmXdANviSyeg0hIshl5kYHBuxjABSUmeDhSz3Bcml7CqYVYTEKnCRr 4DLNGNPqJ4ric0j2S6qOyw== 0001179110-11-003783.txt : 20110301 0001179110-11-003783.hdr.sgml : 20110301 20110301184148 ACCESSION NUMBER: 0001179110-11-003783 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110225 FILED AS OF DATE: 20110301 DATE AS OF CHANGE: 20110301 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PRICELINE COM INC CENTRAL INDEX KEY: 0001075531 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 061528493 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 800 CONNECTICUT AVE CITY: NORWALK STATE: CT ZIP: 06854 BUSINESS PHONE: 2037053000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Koolen Kees CENTRAL INDEX KEY: 0001435637 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25581 FILM NUMBER: 11653674 MAIL ADDRESS: STREET 1: C/O PRICELINE.COM INCORPORATED STREET 2: 800 CONNECTICUT AVENUE CITY: NORWALK STATE: CT ZIP: 06854 4 1 edgar.xml FORM 4 - X0303 4 2011-02-25 0 0001075531 PRICELINE COM INC PCLN 0001435637 Koolen Kees PRICELINE.COM INCORPORATED 800 CONNECTICUT AVENUE NORWALK CT 06854 0 1 0 0 COO, Booking.com BV Common Stock 2011-02-25 4 A 0 5735 23.08 A 12428 D Common Stock 2011-02-25 4 A 0 13334 24.51 A 25762 D Common Stock 2011-02-25 4 S 0 4581 461.92 D 21181 D Common Stock 2011-02-25 4 S 0 12051 462.79 D 9130 D Common Stock 2011-02-25 4 S 0 6600 463.59 D 2530 D Common Stock 2011-02-25 4 S 0 2430 464.79 D 100 D Common Stock 2011-02-25 4 S 0 100 465.46 D 0 D Common Stock 2011-03-01 4 A 0 60000 0 A 60000 D Common Stock 2011-03-01 4 A 0 22423 0 A 82423 D Common Stock 2011-03-01 4 A 0 30100 0 A 112523 D Common Stock 2011-03-01 4 F 0 58512 453.88 D 54011 D 2010 Performance Share Unit Grant 12096 D Restricted Stock Units 21838 D Stock Options (right to buy) 23.08 2011-02-25 4 M 0 5735 0 D 2015-07-14 Common Stock 5735 0 D Stock Options (right to buy) 24.51 2011-02-25 4 M 0 13334 0 D 2015-11-08 Common Stock 13334 0 D The shares were sold pursuant to a sales plan, dated November 29, 2010, that complies with the requirements of Rule 10b5-1(c)(1) under the Securities and Exchange Act of 1934, as amended. Represents the weighted average sales price. The range of prices received for the reported transactions was $461.22 - $462.21. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price. Represents the weighted average sales price. The range of prices received for the reported transactions was $462.23 - $463.22. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price. Represents the weighted average sales price. The range of prices received for the reported transactions was $463.23 - $464.22. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price. Represents the weighted average sales price. The range of prices received for the reported transactions was $464.35 - $465.29. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price. On March 1, 2011, performance share units, which were originally issued on December 1, 2007, vested pursuant to their terms and upon the satisfaction of the applicable performance criteria resulting in the issuance of 60,000 shares of priceline.com common stock. On March 1, 2011, performance share units, which were originally issued on March 5, 2008, vested pursuant to their terms and upon the satisfaction of the applicable performance criteria resulting in the issuance of 22,423 shares of priceline.com common stock. On March 1, 2011, 30,100 restricted stock units, which were originally granted on August 13, 2008, vested pursuant to their terms resulting in the issuance of 30,100 shares of priceline.com common stock. On March 1, 2011, 58,512 shares of priceline.com's common stock were withheld to satisfy certain tax withholding obligations. 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. One-third of the stock options vested on the first anniversary of the date of grant, and the remaining stock options vested pro rata monthly thereafter through July 14, 2008. One-third of the stock options vested on the first anniversary of the date of grant, and the remaining stock options vested pro rata monthly thereafter through November 8, 2008. /s/ Kees Koolen 2011-03-01 -----END PRIVACY-ENHANCED MESSAGE-----