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Shutterstock (SSTK) CEO exercises RSUs and surrenders shares to cover taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Shutterstock, Inc. CEO Paul J. Hennessy reported routine equity compensation activity involving vested restricted stock units that converted into common shares and related tax withholding. On July 2, 2026, he exercised RSUs into a total of 216,725 shares of common stock and delivered 103,718 shares at an imputed price of $9.90 per share to cover tax obligations. Following the last reported transaction, he directly held 366,514 shares of Shutterstock common stock, indicating a substantial ongoing ownership position with no open‑market purchases or sales disclosed.

Positive

  • None.

Negative

  • None.
Insider Hennessy Paul J.
Role CHIEF EXECUTIVE OFFICER
Type Security Shares Price Value
Exercise Restricted Stock Unit 54,181 $0.00 --
Exercise Restricted Stock Unit 162,544 $0.00 --
Exercise Common Stock 54,181 $0.00 --
Tax Withholding Common Stock 20,739 $9.90 $205K
Exercise Common Stock 162,544 $0.00 --
Tax Withholding Common Stock 82,979 $9.90 $821K
Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct, null); Common Stock — 366,514 shares (Direct, null)
Footnotes (1)
  1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock. RSU award granted on July 1, 2024 that vested July 1, 2026, subject to the Reporting Person's continued employment on such vesting date.
RSU shares exercised 216,725 shares Common stock received from RSU conversions on July 2, 2026
Shares for tax withholding 103,718 shares Common stock delivered at $9.90 per share to cover taxes
Imputed share value $9.90 per share Value used for tax-withholding dispositions of common stock
Shares held after transactions 366,514 shares Direct Shutterstock common stock ownership after last transaction
Single RSU conversion block 162,544 RSUs One block of RSUs converted into common stock
Second RSU conversion block 54,181 RSUs Additional RSUs converted into common stock
Restricted Stock Unit financial
"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative exercise/conversion financial
"transaction_action": "derivative exercise/conversion""
continued employment financial
"vested July 1, 2026, subject to the Reporting Person's continued employment"
Continued employment means that an individual remains in their current job without interruption. For investors, it signals stability and ongoing work that can affect company performance and future prospects. Like a steady heartbeat for a business, sustained employment helps ensure consistent operations and financial health.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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 NEW YORK 10118
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Shutterstock, Inc. [ SSTK ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CHIEF EXECUTIVE OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/02/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock07/02/2026M54,181A$0366,514D
Common Stock07/02/2026F20,739D$9.9345,775D
Common Stock07/02/2026M162,544A$0508,319D
Common Stock07/02/2026F82,979D$9.9425,340D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(1)07/02/2026M54,18107/01/2026 (2)Common Stock54,181$00D
Restricted Stock Unit(1)07/02/2026M162,54407/01/2026 (2)Common Stock162,544$00D
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 July 1, 2024 that vested July 1, 2026, subject to the Reporting Person's continued employment on such vesting date.
/s/ John Lapham, Attorney-in-Fact07/06/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Shutterstock (SSTK) CEO Paul Hennessy report in this Form 4?

Paul Hennessy reported routine equity compensation activity, not open‑market trading. Restricted stock units vested and converted into common shares, and a portion of those shares was surrendered back to the company to satisfy tax obligations tied to the vesting event.

How many Shutterstock shares did the CEO acquire through RSU exercises?

The CEO acquired 216,725 shares of Shutterstock common stock via RSU exercises. These shares came from restricted stock units converting into common stock when they vested, reflecting compensation rather than an open‑market purchase of additional shares.

How many Shutterstock shares were used to cover the CEO’s tax obligations?

A total of 103,718 shares of Shutterstock common stock were delivered to cover tax liabilities. These dispositions used an imputed value of $9.90 per share and represent tax withholding, not discretionary selling in the open market.

How many Shutterstock shares does the CEO hold after these transactions?

After the reported transactions, Paul Hennessy directly owned 366,514 shares of Shutterstock common stock. This figure comes from the last line of the non‑derivative transaction table and shows he retains a significant equity stake in the company.

What are the key details of the CEO’s Shutterstock RSU award?

The RSU award was granted on July 1, 2024 and vested on July 1, 2026. Each restricted stock unit represents a contingent right to receive one share of Shutterstock common stock, subject to the CEO’s continued employment through the vesting date.

Did the Shutterstock CEO buy or sell shares on the open market in this filing?

No open‑market purchases or sales were reported. The Form 4 only shows RSUs converting into common shares and shares withheld or delivered to satisfy tax liabilities, which are standard, non‑discretionary aspects of equity compensation.