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ADBE Insider Filing: 11,430 RSUs Vesting; Shares Surrendered for Taxes

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

Rhea-AI Filing Summary

Jillian Forusz, SVP & CAO of Adobe Inc. (ADBE), filed a Form 4 reporting equity transactions dated 09/15/2025. The filing shows non-derivative acquisitions and dispositions of Adobe common stock and vesting of restricted stock units (RSUs). On that date she acquired common stock tied to vested RSUs (amounts reported include 233 and 227 shares) and reported dispositions described as shares surrendered to pay tax liability at vesting. The Form 4 also reports previously vested and newly vesting RSUs, including 11,430 RSUs that vest annually from 09/15/2025, with total beneficial ownership counts shown after each transaction.

Positive

  • Disclosure of vesting schedules is explicit, including quarterly vesting for earlier grants and 25% annual vesting for the 09/15/2025 grant
  • Large RSU grant noted (11,430 RSUs vesting annually from 09/15/2025) increases alignment of executive compensation with shareholder interests
  • Direct beneficial ownership of resulting shares and RSUs is clearly reported

Negative

  • Shares surrendered to pay tax liability reduced net share count following vesting
  • Dispositions recorded on 09/15/2025 indicate a decrease in reported shares, albeit for tax withholding purposes

Insights

TL;DR: Insider reported routine RSU vesting and tax-withholding share dispositions; transactions are typical executive compensation activity.

The Form 4 documents equity events tied to compensation rather than open-market trading: restricted stock units vested and were converted into common shares on 09/15/2025, with some shares surrendered to satisfy tax withholding. Reported amounts include acquisitions of common stock representing vested RSUs (e.g., 233 and 227 shares) and a large scheduled vesting tranche of 11,430 RSUs that vests 25% annually beginning 09/15/2025. The filing shows the reporting person retains direct beneficial ownership of the remaining shares and RSUs. These items are material to insider ownership disclosure but do not indicate new outside purchases or sales unrelated to compensation.

TL;DR: Disclosure aligns with standard executive compensation vesting and tax-withholding mechanics; filing appears complete and timely.

The Form 4 provides the necessary details on vesting schedules and tax-withholding dispositions: quarter-based vesting schedules for earlier grants and an annual schedule for the 09/15/2025 grant are explicitly stated. The explanation clarifies that certain shares were surrendered specifically to pay tax liabilities at vesting, which is a routine governance event. From a governance perspective, the filing documents direct ownership and does not show indirect holdings or transfers to affiliated entities.

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).
1. Name and Address of Reporting Person*
Forusz Jillian

(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)
SVP & CAO
3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025
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 09/15/2025 M 233 A $0 3,498.156 D
Common Stock 09/15/2025 F 115(1) D $347.1 3,383.156 D
Common Stock 09/15/2025 M 227 A $0 3,610.156 D
Common Stock 09/15/2025 F 112(1) D $347.1 3,498.156 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 09/15/2025 M 233 (2) (2) Common Stock 233 $0 701 D
Restricted Stock Units $0 09/15/2025 M 227 (3) (3) Common Stock 227 $0 2,723 D
Restricted Stock Units $0 09/15/2025 A 11,430 (4) (4) Common Stock 11,430 $0 11,430 D
Explanation of Responses:
1. Shares surrendered to pay tax liability due at vesting.
2. Vests 6.25% quarterly from the vesting commencement date of June 15, 2022.
3. Vests 6.25% quarterly from the vesting commencement date of September 15, 2024.
4. Vests 25% annually from the vesting commencement date of September 15, 2025.
Remarks:
/s/ Jillian Forusz 09/17/2025
** 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 transactions did Jillian Forusz report on Form 4 for ADBE?

The Form 4 reports acquisitions of common stock tied to vested RSUs and dispositions where shares were surrendered to pay tax liabilities on 09/15/2025.

How many RSUs were reported as vesting in the 09/15/2025 filing for ADBE?

The filing shows an 11,430 RSU tranche that vests 25% annually from the 09/15/2025 commencement date, plus smaller quarterly-vesting tranches of 233 and 227 shares tied to earlier grants.

Did Jillian Forusz sell any Adobe shares according to this Form 4?

The filing reports shares surrendered to pay tax liability at vesting, which are recorded as dispositions, not open-market sales.

What is Jillian Forusz's role at Adobe as listed on the Form 4?

She is listed as SVP & CAO and filed the Form 4 as an individual reporting person.

Are the reported transactions direct or indirect holdings?

All reported ownership and transactions on the Form 4 are listed as Direct (D) beneficial ownership.
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