Steven Ciardiello - Mar 2, 2023 Form 4 Insider Report for Shutterstock, Inc. (SSTK)

Role: CHIEF ACCOUNTING OFFICER
Signature: /s/ John Lapham, Attorney-in-Fact
Stock symbol: SSTK
Transactions as of: Mar 2, 2023
Transactions value $: -$132,599
Form type: 4
Date filed: 3/3/2023, 03:20 PM
Previous filing: Feb 23, 2023
Next filing: Apr 5, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SSTK	Common Stock	Options Exercise	$0	+4.78K	+15.45%	$0.00	35.7K	Mar 2, 2023	Direct
transaction	SSTK	Common Stock	Tax liability	-$133K	-1.78K	-4.99%	$74.41	33.9K	Mar 2, 2023	Direct

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	-4.78K	-100%	$0.00^*	0	Mar 2, 2023	Common Stock	4.78K		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each Performance-based RSU ("PSU") represents a contingent right to receive one share of the Issuer's common stock.
F2	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.

Content

Each Performance-based RSU ("PSU") represents a contingent right to receive one share of the Issuer's common stock.

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.