Shutterstock (SSTK) director Upshaw exercises 9,700 RSUs, granted 11,239 new units

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Shutterstock director Alfonse L. Upshaw reported equity compensation moves tied to restricted stock units. On June 10, 2026, he exercised 9,700 RSUs into 9,700 shares of common stock at an indicated $13.70 per share, leaving him with 12,481 common shares held directly.

He also received a new grant of 11,239 RSUs, each representing one future share of common stock. This award vests in full on the earlier of June 10, 2027 or the date immediately before the 2027 annual shareholder meeting, with settlement deferred until his board service ends or a change in control.

Insider Trade Summary

9,700 shares exercised/converted

Mixed 3 txns

Insider Upshaw Alfonse L

Role null

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	9,700	$0.00	--
Grant/Award	Restricted Stock Unit	11,239	$0.00	--
Exercise	Common Stock	9,700	$13.70	$133K

Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct, null); Common Stock — 12,481 shares (Direct, null)

Footnotes (1)

Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock. RSU award granted on June 10, 2025 that vested in full on the earlier of June 10, 2026, or the date immediately preceding the 2026 Annual Meeting of Shareholders, subject to the Reporting Person's continued service on such vesting date. RSU award granted on June 10, 2026 that vests in full on the earlier of June 10, 2027, or the date immediately preceding the 2027 Annual Meeting of Shareholders, subject to the Reporting Person's continued service on such vesting date. Pursuant to the Reporting Person's election, once vested, the settlement of these restricted stock units will be deferred until the earlier of the Reporting Person's termination of service on the Board or a change in control of the Issuer.

Key Figures

RSUs exercised into common stock: 9,700 shares Exercise price reference: $13.70 per share Common shares held after transaction: 12,481 shares +2 more

5 metrics

RSUs exercised into common stock 9,700 shares Exercised on June 10, 2026

Exercise price reference $13.70 per share Common stock acquired from RSUs

Common shares held after transaction 12,481 shares Direct ownership after June 10, 2026

New RSU grant size 11,239 units RSUs granted June 10, 2026

New RSU vesting date trigger June 10, 2027 Or day before 2027 annual meeting

Key Terms

Restricted Stock Unit, Annual Meeting of Shareholders, change in control of the Issuer, contingent right

4 terms

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.

Annual Meeting of Shareholders regulatory

"vested in full on the earlier of June 10, 2026, or the date immediately preceding the 2026 Annual Meeting of Shareholders"

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

change in control of the Issuer financial

"settlement of these restricted stock units will be deferred until ... termination of service on the Board or a change in control of the Issuer"

contingent right financial

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

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Form 4 Insider Transactions: What Each Field Means →

06/12/2026 - 04:20 PM

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^*

Upshaw Alfonse L

(Last)

(First)

(Middle)

C/O SHUTTERSTOCK, INC.

350 FIFTH AVENUE, 20TH FLOOR

(Street)

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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/10/2026		M		9,700	A	$13.7	12,481	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	⁽¹⁾	06/10/2026		M			9,700	06/10/2026	⁽²⁾	Common Stock	9,700	$0	0	D
Restricted Stock Unit	⁽¹⁾	06/10/2026		A		11,239		⁽³⁾	⁽³⁾	Common Stock	11,239	$0	11,239	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 June 10, 2025 that vested in full on the earlier of June 10, 2026, or the date immediately preceding the 2026 Annual Meeting of Shareholders, subject to the Reporting Person's continued service on such vesting date.

3. RSU award granted on June 10, 2026 that vests in full on the earlier of June 10, 2027, or the date immediately preceding the 2027 Annual Meeting of Shareholders, subject to the Reporting Person's continued service on such vesting date. Pursuant to the Reporting Person's election, once vested, the settlement of these restricted stock units will be deferred until the earlier of the Reporting Person's termination of service on the Board or a change in control of the Issuer.

	/s/ John Lapham, Attorney-in-Fact	06/12/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Alfonse L. Upshaw report for Shutterstock (SSTK)?

Alfonse L. Upshaw reported exercising 9,700 restricted stock units into common shares and receiving a new grant of 11,239 RSUs. These transactions are compensation-related equity awards rather than open‑market stock purchases or sales, and leave him holding 12,481 Shutterstock common shares directly.

How many Shutterstock shares does Alfonse L. Upshaw hold after this Form 4?

After the reported transactions, Alfonse L. Upshaw directly holds 12,481 shares of Shutterstock common stock. This reflects the conversion of 9,700 previously granted RSUs into shares, in addition to his existing position, with no reported open‑market buying or selling activity in this filing.

What new restricted stock units were granted to the Shutterstock director in this filing?

Upshaw received a grant of 11,239 restricted stock units, each representing one future Shutterstock common share. The award vests on the earlier of June 10, 2027 or the day before the 2027 annual shareholder meeting, conditioned on continued board service until the vesting date.

When will Alfonse L. Upshaw’s new Shutterstock RSUs be settled into shares?

Settlement of the 11,239 new RSUs will be deferred until the earlier of Upshaw’s termination of service on Shutterstock’s board or a change in control of the company. This means that even after vesting, the units convert to shares only upon those future events.

Were any of Alfonse L. Upshaw’s Shutterstock transactions open‑market stock sales or purchases?

The reported activity consists of exercising 9,700 RSUs into common stock and receiving 11,239 new RSUs as an equity grant. The Form 4 does not show any open‑market purchase or sale transactions, indicating these are compensation and vesting events rather than discretionary trading.