Statement of Changes in Beneficial Ownership (4)
26 Janeiro 2022 - 07:13PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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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1. Name and Address of Reporting Person
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Lewnes Ann |
2. Issuer Name and Ticker or Trading Symbol
ADOBE INC.
[
ADBE
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP, CMO, Corp Strategy & Dev |
(Last)
(First)
(Middle)
ADOBE INC., 345 PARK AVENUE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/24/2022 |
(Street)
SAN JOSE, CA 95110
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 1/24/2022 | | M | | 16458 | A | $0 | 42129.754 | D | |
Common Stock | 1/24/2022 | | F | | 7963 (1) | D | $0 | 34166.754 | D | |
Common Stock | 1/24/2022 | | M | | 613 | A | $0 | 34779.754 | D | |
Common Stock | 1/24/2022 | | F | | 223 (1) | D | $0 | 34556.754 | D | |
Common Stock | 1/24/2022 | | M | | 541 | A | $0 | 35097.754 | D | |
Common Stock | 1/24/2022 | | F | | 268 (1) | D | $0 | 34829.754 | D | |
Common Stock | 1/24/2022 | | M | | 1676 | A | $0 | 36505.754 | D | |
Common Stock | 1/24/2022 | | F | | 830 (1) | D | $0 | 35675.754 | D | |
Common Stock | 1/25/2022 | | S(2) | | 140 | D | $503.9243 (3) | 35535.754 | D | |
Common Stock | 1/25/2022 | | S(2) | | 778 | D | $504.9176 (4) | 34757.754 | D | |
Common Stock | 1/25/2022 | | S(2) | | 2691 | D | $506.08 (5) | 32066.754 | D | |
Common Stock | 1/25/2022 | | S(2) | | 2290 | D | $507.0619 (6) | 29776.754 | D | |
Common Stock | 1/25/2022 | | S(2) | | 1765 | D | $508.0914 (7) | 28011.754 | D | |
Common Stock | 1/25/2022 | | S(2) | | 640 | D | $509.2419 (8) | 27371.754 | D | |
Common Stock | 1/25/2022 | | S(2) | | 600 | D | $510.4092 (9) | 26771.754 | D | |
Common Stock | 1/25/2022 | | S(2) | | 700 | D | $511.20 (10) | 26071.754 | D | |
Common Stock | 1/25/2022 | | S(2) | | 100 | D | $511.96 | 25971.754 | D | |
Common Stock | 1/25/2022 | | S(2) | | 300 | D | $513.2067 (11) | 25671.754 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Performance Shares | $0.0 | 1/24/2022 | | M | | | 16458 | (12) | (12) | Common Stock | 16458.0 | $0 | 0 | D | |
Restricted Stock Units | $0.0 | 1/24/2022 | | M | | | 613 | (13) | (13) | Common Stock | 613.0 | $0 | 2449 | D | |
Restricted Stock Units | $0.0 | 1/24/2022 | | M | | | 541 | (14) | (14) | Common Stock | 541.0 | $0 | 4324 | D | |
Restricted Stock Units | $0.0 | 1/24/2022 | | M | | | 1676 | (15) | (15) | Common Stock | 1676.0 | $0 | 5026 | D | |
Performance Shares | $0.0 | 1/24/2022 | | A |
V
| 13572 (16) | | (17) | (17) | Common Stock | 13572.0 | $0 | 13572 | D | |
Restricted Stock Units | $0.0 | 1/24/2022 | | A | | 6786 | | (18) | (18) | Common Stock | 6786.0 | $0 | 6786 | D | |
Explanation of Responses: |
(1) | Shares surrendered to pay tax liability due at vesting. |
(2) | The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person April 30, 2021. |
(3) | This transaction was executed in multiple trades at prices ranging from $503.39 to $504.35. 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. |
(4) | This transaction was executed in multiple trades at prices ranging from $504.44 to $505.43. 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. |
(5) | This transaction was executed in multiple trades at prices ranging from $505.47 to $506.4. 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. |
(6) | This transaction was executed in multiple trades at prices ranging from $506.53 to $507.5. 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. |
(7) | This transaction was executed in multiple trades at prices ranging from $507.72 to $508.7. 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. |
(8) | This transaction was executed in multiple trades at prices ranging from $508.755 to $509.61. 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. |
(9) | This transaction was executed in multiple trades at prices ranging from $509.85 to $510.72. 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. |
(10) | This transaction was executed in multiple trades at prices ranging from $510.96 to $511.5. 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. |
(11) | This transaction was executed in multiple trades at prices ranging from $513.09 to $513.36. 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. |
(12) | The Performance Shares vested in full upon the certification of performance goal achievement at 168% following the three-year anniversary of the January 24, 2019 vesting commencement date. |
(13) | Vests 25% on the first anniversary of the January 24, 2019 vesting commencement date and then 6.25% quarterly thereafter. |
(14) | Vests 25% on the first anniversary of the January 24, 2020 vesting commencement date and then 6.25% quarterly thereafter. |
(15) | Vests 25% on the first anniversary of the January 24, 2021 vesting commencement date and then 6.25% quarterly thereafter. |
(16) | 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. |
(17) | The Performance Shares will vest in full upon the certification of performance goal achievements following the three-year anniversary of the January 24, 2022 vesting commencement date if the performance goals are achieved. |
(18) | Vests 25% on the first anniversary of the January 24, 2022 vesting commencement date and then 6.25% quarterly thereafter. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Lewnes Ann ADOBE INC. 345 PARK AVENUE SAN JOSE, CA 95110 |
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| EVP, CMO, Corp Strategy & Dev |
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Signatures
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/s/ Allison Blais, as attorney-in-fact | | 1/26/2022 |
**Signature of Reporting Person | Date |
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