SEC FORM 4/A

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SMITH BRAD D

(Last)

(First)

(Middle)

C/O INTUIT INC.

2700 COAST AVENUE

(Street)

MOUNTAIN VIEW

94043

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
INTUIT INC [ INTU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chairman, CEO & President

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)
07/03/2018

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/01/2018		M		9,814	A	$0	298,737	D
Common Stock	07/01/2018		M		11,938	A	$0	310,675	D
Common Stock	07/01/2018		M		387	A	$0	311,062	D
Common Stock	07/01/2018		F		10,442	D	$204.305	300,620	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	⁽¹⁾	07/01/2018		M			9,814	⁽²⁾	⁽⁵⁾	Common Stock	9,814	$0	9,427	D
Restricted Stock Unit	⁽¹⁾	07/01/2018		M			11,938	⁽³⁾	⁽⁵⁾	Common Stock	11,938	$0	23,463	D
Restricted Stock Unit	⁽¹⁾	07/01/2018		M			387	⁽⁴⁾	⁽⁵⁾	Common Stock	387	$0	25,613	D

Explanation of Responses:

1. 1-for-1

2. For this award granted 7/23/2015, one third of the restricted stock units vested on each of 7/1/2016, 7/1/2017, and 7/1/2018 with each tranche of vested restricted stock units subject to deferred release for one year after vesting date. This reported number represents the sum of unreleased RSUs vested 7/1/2017 and 440 RSUs vested 7/1/2018 for which the issuer accelerated release to accommodate forfeiture of shares related to tax withholding obligations.

3. For this award granted 7/21/2016, one third of the restricted stock units vest on each of 7/1/2017, 7/1/2018, and 7/1/2019 with each tranche of vested restricted stock units subject to deferred release for one year after vesting date. This reported number represents the sum of unreleased RSUs vested 7/1/2017 and 535 RSUs vested 7/1/2018 for which the issuer accelerated release to accommodate forfeiture of shares related to tax withholding obligations.

4. For this award granted 7/20/2017, one third of the restricted stock units vest on each of 7/1/2018, 7/1/2019, and 7/1/2020 with each tranche of vested restricted stock units subject to deferred release for one year after vesting date. The issuer has accelerated the issuance of this portion of the vested and unreleased RSUs to accommodate forfeiture of shares related to tax withholding obligations.

5. Restricted stock units do not expire; they either vest or are canceled prior to vesting date.

Remarks:

This amended Form 4 replaces the Form 4 filed on 7/3/2018 in its entirety, due to corrections to shares withheld by the issuer to satisfy the tax withholding obligations of the reporting person.

	/s/ Kerry McLean, by power-of-attorney	07/20/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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