0001567619-18-004814.txt : 20181030 0001567619-18-004814.hdr.sgml : 20181030 20181030212818 ACCESSION NUMBER: 0001567619-18-004814 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181027 FILED AS OF DATE: 20181030 DATE AS OF CHANGE: 20181030 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: POPE MICHAEL W CENTRAL INDEX KEY: 0001229672 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33031 FILM NUMBER: 181148504 MAIL ADDRESS: STREET 1: 601 BRANNAN STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94107 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SHUTTERFLY INC CENTRAL INDEX KEY: 0001125920 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PHOTOFINISHING LABORATORIES [7384] IRS NUMBER: 943330068 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2800 BRIDGE PARKWAY CITY: REDWOOD CITY STATE: CA ZIP: 94065 BUSINESS PHONE: 650-610-5200 MAIL ADDRESS: STREET 1: 2800 BRIDGE PARKWAY CITY: REDWOOD CITY STATE: CA ZIP: 94065 4 1 doc1.xml FORM 4 X0306 4 2018-10-27 0 0001125920 SHUTTERFLY INC SFLY 0001229672 POPE MICHAEL W C/O SHUTTERFLY, INC. 2800 BRIDGE PARKWAY REDWOOD CITY CA 94065 0 1 0 0 SVP & Chief Financial Officer Common Stock 2018-10-27 4 M 0 17500 0 A 17500 D Common Stock 2018-10-27 4 M 0 17500 0 A 35000 D Common Stock 2018-10-29 4 S 0 17458 58.6004 D 17542 D Restricted Stock Units 2018-10-27 4 M 0 17500 0 D Common Stock 17500 17500 D Restricted Stock Units 2018-10-27 4 M 0 17500 0 D Common Stock 17500 17500 D Vesting of restricted stock units ("RSUs") granted to the Reporting Person on October 27, 2015. Vesting of performance-based RSUs granted to the Reporting Person on October 27, 2015. Represents the aggregate number of shares of the Issuer's common stock automatically sold by the Reporting Person to cover taxes due upon the release and settlement of the RSU's. The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes. Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $58.60 to $59.5793 per share. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price within the range. Each of these RSUs represents a contingent right to receive one (1) share of Issuer common stock upon settlement for no consideration. These RSUs vest in 4 equal annual installments, with the first installment vesting on October 27, 2016, subject to the Reporting Person's continuous service to the Issuer through each such vesting date. Vested shares shall be settled within 30 days of the vesting date as set forth in the RSU Award Agreement. These RSUs will expire upon the earlier of the date: (i) when all are settled or (ii) when the Reporting Person ceases to provide services to the Issuer. These RSUs vest in 4 equal annual installments, with the first installment vesting on October 27, 2016, subject to achievement of the applicable performance objectives. Vested shares shall be settled within 30 days of the vesting date as set forth in the RSU Award Agreement. These RSUs will expire upon the earlier of the date: (i) when all are settled or (ii) when the Reporting Person ceases to provide services to the Issuer. /s/ Jason Sebring, Attorney-in-Fact 2018-10-30