Jonathan Oringer - Mar 1, 2023 Form 4 Insider Report for Shutterstock, Inc. (SSTK)

Role
EXECUTIVE CHAIRMAN, Director, 10%+ Owner
Signature
/s/ John Lapham, Attorney-in-Fact
Stock symbol
SSTK
Transactions as of
Mar 1, 2023
Transactions value $
-$1,953,663
Form type
4
Date filed
3/3/2023, 03:20 PM
Previous filing
Feb 7, 2023
Next filing
Mar 7, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SSTK Common Stock Sale -$346K -4.6K -0.04% $75.17 11.5M Mar 1, 2023 Direct F1, F2
transaction SSTK Common Stock Options Exercise $0 +47.8K +0.41% $0.00 11.6M Mar 2, 2023 Direct
transaction SSTK Common Stock Tax liability -$1.44M -19.4K -0.17% $74.41 11.6M Mar 2, 2023 Direct
transaction SSTK Common Stock Sale -$165K -2.2K -0.02% $75.10 11.5M Mar 2, 2023 Direct F1, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SSTK Performance-based Restricted Stock Unit Options Exercise $0 -47.8K -100% $0.00* 0 Mar 2, 2023 Common Stock 47.8K Direct F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares were sold pursuant to a duly adopted 10b5-1 trading plan entered into in accordance with the Issuer's insider trading policy. The plan provides for periodic sales of a total maximum of 1,800,000 shares over the period beginning on June 1, 2022 through May 31, 2023 and was entered into for investment diversification purposes.
F2 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $75.00 to 75.54 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F3 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $75.00 to 75.30 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F4 Each Performance-based RSU ("PSU") represents a contingent right to receive one share of the Issuer's common stock.
F5 PSU award, granted on April 1, 2020 (the "2020 Award") contingent upon, and subject to adjustment based on, the achievement of certain adjusted EBITDA margin and revenue growth performance thresholds for each annual performance period. Subject to Compensation Committee confirmation of achievement of performance, the 2020 Award vested on March 1, 2021, March 1, 2022 and March 1, 2023 at 33%, 33% and 34% of the aggregate target, respectively, subject to adjustment pursuant to the award agreement.