Shutterstock (SSTK) CEO awarded 375,110 RSUs under Getty Images merger terms

Rhea-AI Filing Summary

Shutterstock, Inc. reported that its Chief Executive Officer and director received a new equity award in the form of restricted stock units. On December 1, 2025, the reporting person was granted 375,110 restricted stock units (RSUs), each representing a contingent right to receive one share of Shutterstock common stock.

The RSU award vests in full on July 1, 2027, provided the executive remains employed with the company through that date. The RSUs were granted in lieu of performance stock units (PSUs) under an Agreement and Plan of Merger with Getty Images Holdings, Inc., which requires Shutterstock to award RSUs instead of PSUs on an ongoing basis.

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^*

Hennessy Paul J.

(Last) (First) (Middle)

C/O SHUTTERSTOCK, INC.

350 FIFTH AVENUE, 20TH FLOOR

(Street)

NEW YORK NY 10118

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Shutterstock, Inc. [ SSTK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2025

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

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 Unit	(1)	12/01/2025		A		375,110		07/01/2027	(2)	Common Stock	375,110	$0	375,110	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.

2. RSU award granted on December 1, 2025 that vests in full on July 1, 2027, subject to the Reporting Person's continued employment on such vesting date. The RSUs were granted in lieu of PSUs in accordance with that certain Agreement and Plan of Merger with Getty Images Holdings, Inc. that requires the Issuer to award RSUs in lieu of PSUs on a going forward basis.

	/s/John Lapham, Attorney-in-Fact	12/02/2025
	** 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 equity award did Shutterstock (SSTK) disclose for its CEO?

Shutterstock disclosed that its Chief Executive Officer received an award of 375,110 restricted stock units (RSUs), each representing a contingent right to one share of common stock.

When were the new RSUs for the Shutterstock (SSTK) CEO granted?

The RSU award to the Shutterstock Chief Executive Officer was granted on December 1, 2025.

When do the Shutterstock (SSTK) CEO RSUs vest?

The RSUs granted to the Shutterstock CEO vest in full on July 1, 2027, subject to the executive’s continued employment through that vesting date.

How many RSUs does the Shutterstock (SSTK) CEO beneficially own after this transaction?

Following the reported transaction, the CEO beneficially owns 375,110 restricted stock units as shown in the filing.

Why were RSUs granted instead of PSUs at Shutterstock (SSTK)?

The filing states that the RSUs were granted in lieu of performance stock units (PSUs) under an Agreement and Plan of Merger with Getty Images Holdings, Inc., which requires Shutterstock to award RSUs instead of PSUs on a going forward basis.

What is the relationship of the reporting person to Shutterstock (SSTK)?

The reporting person is both a Director and an Officer of Shutterstock, serving as the company’s Chief Executive Officer.