0000796343-18-000037.txt : 20180126 0000796343-18-000037.hdr.sgml : 20180126 20180126164406 ACCESSION NUMBER: 0000796343-18-000037 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180124 FILED AS OF DATE: 20180126 DATE AS OF CHANGE: 20180126 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NARAYEN SHANTANU CENTRAL INDEX KEY: 0001224154 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-15175 FILM NUMBER: 18552473 MAIL ADDRESS: STREET 1: 345 PARK AVENUE CITY: SAN JOSE STATE: CA ZIP: 95110 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ADOBE SYSTEMS INC CENTRAL INDEX KEY: 0000796343 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 770019522 STATE OF INCORPORATION: DE FISCAL YEAR END: 1202 BUSINESS ADDRESS: STREET 1: 345 PARK AVE CITY: SAN JOSE STATE: CA ZIP: 95110-2704 BUSINESS PHONE: 4085366000 MAIL ADDRESS: STREET 1: 345 PARK AVENUE CITY: SAN JOSE STATE: CA ZIP: 95110-2704 4 1 wf-form4_151700303212892.xml FORM 4 X0306 4 2018-01-24 0 0000796343 ADOBE SYSTEMS INC ADBE 0001224154 NARAYEN SHANTANU ADOBE SYSTEMS INCORPORATED 345 PARK AVENUE SAN JOSE CA 95110 1 1 0 0 Chairman, President and CEO Common Stock 2018-01-24 4 M 0 227000 0 A 526514 I by trust Common Stock 2018-01-24 4 F 0 111801 197.78 D 414713 I by trust Common Stock 2018-01-24 4 M 0 37833 0 A 452546 I by trust Common Stock 2018-01-24 4 F 0 18757 197.78 D 433789 I by trust Common Stock 2018-01-24 4 M 0 32655 0 A 466444 I by trust Common Stock 2018-01-24 4 F 0 16190 197.78 D 450254 I by trust Common Stock 2018-01-24 4 M 0 28327 0 A 478581 I by trust Common Stock 2018-01-24 4 F 0 14044 197.78 D 464537 I by trust Common Stock 2018-01-25 4 S 0 15132 196.7502 D 449405 I by trust Common Stock 2018-01-25 4 S 0 92539 197.6312 D 356866 I by trust Common Stock 2018-01-25 4 S 0 57352 198.6211 D 299514 I by trust Performance Shares 0.0 2018-01-24 4 M 0 227000 0 D Common Stock 227000.0 0 D Restricted Stock Units 0.0 2018-01-24 4 M 0 37833 0 D Common Stock 37833.0 0 D Restricted Stock Unit 0.0 2018-01-24 4 M 0 32655 0 D Common Stock 32655.0 32655 D Restricted Stock Unit 0.0 2018-01-24 4 M 0 28327 0 D Common Stock 28327.0 56653 D Performance Shares 0.0 2018-01-24 5 A 0 E 122690 0 A Common Stock 122690.0 122690 D Restricted Stock Unit 0.0 2018-01-24 4 A 0 61345 0 A Common Stock 61345.0 61345 D Shares held by The Narayen Family Trust, dtd 11/30/00 of which reporting person is a trustee. Shares surrendered to pay tax liability due at vesting. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person October 23, 2017. This transaction was executed in multiple trades at prices ranging from $196.21 to $197.20. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range. This transaction was executed in multiple trades at prices ranging from $197.21 to $198.20. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range. This transaction was executed in multiple trades at prices ranging from $198.22 to $199.15. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range. The Performance Shares vested in full upon the certification of performance goal achievement at 200% following the three-year anniversary of the January 24, 2015 grant date. Vests at a rate of 1/3 annually on the first, second and third anniversaries of the January 24, 2015 vesting commencement date. Vests at a rate of 1/3 annually on the first, second and third anniversaries of the January 24, 2016 vesting commencement date. Vests at a rate of 1/3 annually on the first, second and third anniversaries of the January 24, 2017 vesting commencement date. Represents 200% of the target payout (the maximum number of Performance Shares that will be earned, if at all) following the three-year performance period. The Performance Shares will vest in full upon the certification of performance goal achievement following the three-year anniversary of the January 24, 2018 vesting commencement date, if the performance goal is achieved. Vests at a rate of 1/3 annually on the first, second and third anniversaries of the January 24, 2018 vesting commencement date. /s/ Jonathan Vaas, as attorney-in-fact 2018-01-26 EX-24 2 ex-24.htm SHANTANU NARAYEN POWER OF ATTORNEY
POWER OF ATTORNEY
       The undersigned hereby constitutes and appoints each of Tracy Hanson,
Justin Judd, Jillian Forusz, Jonathan Vaas, Allison Blais, and Lucy Jensen
signing individually, the undersigned's true and lawful attorney-in-fact to:
       (1)    execute for and on behalf of the undersigned, in the undersigned's
capacity as a Section 16 officer of Adobe Systems Incorporated (the "Company"), Form
ID, and Forms 3, 4 and 5 (collectively, "Forms") in accordance with Section 16(a) of
the Securities Exchange Act of 1934 and the rules thereunder;
       (2)    do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such Forms and timely
file such form with the United States Securities and Exchange Commission and any stock
exchange or similar authority; and
       (3)    take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the
best interest of, or legally required by, the undersigned, it being understood that the
documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and conditions as such
attorney-in-fact may approve in such attorney-in-fact's discretion.
       The undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary or proper to be
done in the exercise of any of the rights and powers herein granted, as fully to all intents
and purposes as the undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact,
or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by
virtue of this Power of Attorney and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request
of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.
       The undersigned agrees that each such attorney-in-fact may rely on information furnished
by the undersigned. The undersigned also agrees to indemnify and hold harmless the Company and
each attorney-in-fact against any losses, claims, damages or liabilities (or actions in these
respects) that arise as a result of any untrue statements or omission of necessary facts in the
information provided by the undersigned to such attorney-in fact for purposes of executing,
acknowledging, delivering or filing Forms.
       This Power of Attorney supersedes any power of attorney previously executed by the
undersigned regarding the purposes outlined herein ("Prior Powers of Attorney"), and the authority
of the attorneys-in-fact named in any Prior Powers of Attorney is hereby revoked.
       This Power of Attorney shall remain in full force and effect until the undersigned is no
longer required to file Forms with respect to the undersigned's holding of and transaction in
securities issued by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of
January 24, 2018.
By: /s/ Shantanu Narayen
    Shantanu Narayen