Adobe (ADBE) EVP Gloria Chen reports new RSUs and tax-share withholding

Rhea-AI Filing Summary

Adobe Inc. executive Gloria Chen reported equity award activity and share withholding for taxes. On January 26, 2026, she received 20,933 restricted stock units, which vest 6.25% quarterly from a January 15, 2026 vesting start date. On January 24, 2026, previously granted restricted stock units and performance shares for 425 and 10,238 underlying shares, respectively, were converted into common stock at no cost, and a total of 5,079 shares was withheld at $301.07 per share to cover tax liabilities at vesting. After these transactions, Chen directly beneficially owns 47,084.112 Adobe common shares and indirectly owns 667 shares through The John Kibarian and Gloria Chen Trust.

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).

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^*

Chen Gloria

(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, Chief People Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/24/2026

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	01/24/2026		M		425	A	$0	41,925.112	D
Common Stock	01/24/2026		F		146(1)	D	$301.07	41,779.112	D
Common Stock	01/24/2026		M		10,238	A	$0	52,017.112	D
Common Stock	01/24/2026		F		4,933(1)	D	$301.07	47,084.112	D
Common Stock								667	I	by trust(2)

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	01/24/2026		M			425	(3)	(3)	Common Stock	425	$0	0	D
Performance Shares	$0	01/24/2026		M			10,238	(4)	(4)	Common Stock	10,238	$0	0	D
Restricted Stock Units	$0	01/26/2026		A		20,933		(5)	(5)	Common Stock	20,933	$0	20,933	D

Explanation of Responses:

1. Shares surrendered to pay tax liability due at vesting.

2. Shares held by The John Kibarian and Gloria Chen Trust, dated 4/8/2004 of which the reporting person is a trustee.

3. Vests 25% on the first anniversary of the January 24, 2022 vesting commencement date and then 6.25% quarterly thereafter.

4. Represents shares earned under the 2023 Performance Share Program that vested in full on the three-year anniversary of the January 24, 2023 vesting commencement date.

5. Vests 6.25% quarterly from the vesting commencement date of January 15, 2026.

Remarks:

	/s/ Jillian Forusz, as attorney-in-fact	01/27/2026
	** 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.
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FAQ

What insider activity did Adobe (ADBE) EVP Gloria Chen report on this Form 4?

Gloria Chen reported vesting and grants of stock-based awards plus tax withholding. She exercised restricted stock units and performance shares into common stock, had shares withheld to cover tax liabilities, and received a new restricted stock unit grant, updating her reported Adobe share ownership.

How many new restricted stock units did Gloria Chen receive from Adobe (ADBE)?

Gloria Chen received 20,933 new restricted stock units. These RSUs were awarded at an exercise price of $0 and will vest in 6.25% quarterly installments starting from a January 15, 2026 vesting commencement date, subject to the program’s usual service conditions.

How many Adobe (ADBE) shares were withheld to cover Gloria Chen’s tax obligations?

A total of 5,079 shares was withheld for taxes. The Form 4 shows 146 and 4,933 Adobe common shares surrendered at a price of $301.07 per share, with the footnote clarifying these shares were used to satisfy tax liabilities due at vesting.

What is Gloria Chen’s Adobe (ADBE) share ownership after these transactions?

After the reported transactions, Chen directly owns 47,084.112 shares. In addition to this direct position, she indirectly owns 667 Adobe common shares held by The John Kibarian and Gloria Chen Trust, where she serves as a trustee according to the filing footnotes.

What are the vesting terms for Gloria Chen’s Adobe (ADBE) performance and restricted stock awards?

Her awards have staggered time-based vesting schedules. One grant vests 25% after the first anniversary of a January 24, 2022 start date, then 6.25% quarterly. Performance shares under the 2023 program vested fully after three years, and new RSUs vest 6.25% quarterly from January 15, 2026.

Were Gloria Chen’s Adobe (ADBE) stock transactions open-market sales?

No, the reported disposals were primarily tax withholdings at vesting. The Form 4 codes and footnotes indicate shares were converted from equity awards at $0 exercise price and a portion was automatically surrendered at $301.07 per share to satisfy tax obligations, not discretionary market sales.