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Adobe (NASDAQ: ADBE) CFO logs RSU awards, vesting and tax share withholding

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Adobe EVP & CFO Daniel Durn reported multiple equity compensation transactions. On January 14, 2026, he received new restricted stock unit (RSU) awards covering 7,059, 1,717 and 2,773 shares of Adobe common stock at a conversion price of $0, tied to the company’s 2023, 2024 and 2025 Performance Share Programs. These RSUs will vest in full on the three-year anniversaries of vesting commencement dates in January 2023, 2024 and 2025.

On January 15, 2026, RSUs vesting at 6.25% quarterly were converted into Adobe common stock in three tranches of 1,131, 651 and 1,051 shares at $0 per share. To cover related tax liabilities at vesting, the filing shows share withholdings of 619, 340 and 550 shares at a price of $304.09 per share. After these transactions, Durn beneficially owned 36,176.787 shares of common stock and 12,606 RSUs directly.

Positive

  • None.

Negative

  • None.
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Durn Daniel

(Last) (First) (Middle)
ADOBE INC.
345 PARK AVENUE

(Street)
SAN JOSE CA 95110

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ADOBE INC. [ ADBE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP & CFO
3. Date of Earliest Transaction (Month/Day/Year)
01/14/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
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)
Code V Amount (A) or (D) Price
Common Stock 01/15/2026 M 1,131 A $0 35,983.787 D
Common Stock 01/15/2026 F 619(1) D $304.09 35,364.787 D
Common Stock 01/15/2026 M 651 A $0 36,015.787 D
Common Stock 01/15/2026 F 340(1) D $304.09 35,675.787 D
Common Stock 01/15/2026 M 1,051 A $0 36,726.787 D
Common Stock 01/15/2026 F 550(1) D $304.09 36,176.787 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $0 01/14/2026 A 7,059 (2) (2) Common Stock 7,059 $0 7,059 D
Restricted Stock Units $0 01/14/2026 A 1,717 (3) (3) Common Stock 1,717 $0 1,717 D
Restricted Stock Units $0 01/14/2026 A 2,773 (4) (4) Common Stock 2,773 $0 2,773 D
Restricted Stock Units $0 01/15/2026 M 1,131 (5) (5) Common Stock 1,131 $0 4,527 D
Restricted Stock Units $0 01/15/2026 M 651 (6) (6) Common Stock 651 $0 5,204 D
Restricted Stock Units $0 01/15/2026 M 1,051 (7) (7) Common Stock 1,051 $0 12,606 D
Explanation of Responses:
1. Shares surrendered to pay tax liability due at vesting.
2. Represents shares earned under the 2023 Performance Share Program for achievement of the fiscal year 2025 Net New Sales goal portion and three-year relative total stockholder return goal portion of the award certified on January 14, 2026, and that will vest in full on the three-year anniversary of the January 24, 2023 vesting commencement date. Such shares were previously reported as Performance Shares in a Form 4 at grant, on a voluntary basis and at 200% of total target payout.
3. Represents shares earned under the 2024 Performance Share Program for achievement of the fiscal year 2025 Net New Sales goal portion of the award certified on January 14, 2026, and that will vest in full on the three-year anniversary of the January 24, 2024 vesting commencement date.
4. Represents shares earned under the 2025 Performance Share Program for achievement of the fiscal year 2025 Net New Sales goal portion of the award certified on January 14, 2026, and that will vest in full on the three-year anniversary of the January 24, 2025 vesting commencement date.
5. Vests 6.25% quarterly from the vesting commencement date of January 15, 2023.
6. Vests 6.25% quarterly from the vesting commencement date of January 15, 2024.
7. Vests 6.25% quarterly from the vesting commencement date of January 15, 2025.
Remarks:
/s/ Jillian Forusz, as attorney-in-fact 01/16/2026
** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider activity did Adobe (ADBE) report for EVP & CFO Daniel Durn?

The filing reports that EVP & CFO Daniel Durn received new restricted stock unit awards on January 14, 2026 and had several RSU tranches vest on January 15, 2026, with associated share withholdings for taxes.

How many new RSUs did Adobe (ADBE) grant to its CFO in this Form 4?

The Form 4 shows new grants of restricted stock units for 7,059, 1,717 and 2,773 shares of Adobe common stock, all with a conversion or exercise price of $0.

What were the key vesting and tax withholding transactions in Adobe CFO’s Form 4?

On January 15, 2026, RSUs converted into common stock in amounts of 1,131, 651 and 1,051 shares at $0 per share. To satisfy tax obligations at vesting, 619, 340 and 550 shares were withheld at a price of $304.09 per share.

What is Daniel Durn’s Adobe (ADBE) stock ownership after these transactions?

Following the reported transactions, Daniel Durn beneficially owned 36,176.787 shares of Adobe common stock and 12,606 restricted stock units, all held directly.

How are Adobe’s performance share programs reflected in this insider filing?

The RSU awards of 7,059, 1,717 and 2,773 shares represent amounts earned under Adobe’s 2023, 2024 and 2025 Performance Share Programs based on fiscal year 2025 Net New Sales goals and, for the 2023 program, a three-year relative total stockholder return goal.

What are the vesting schedules for the Adobe CFO’s RSU awards in this Form 4?

The performance-based RSUs will vest in full on the three-year anniversaries of vesting commencement dates of January 24, 2023, January 24, 2024 and January 24, 2025. Additional RSUs referenced in the footnotes vest at 6.25% quarterly from commencement dates of January 15, 2023, January 15, 2024 and January 15, 2025.

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