Ciardiello Steven 4

4 · Shutterstock, Inc. · Filed Apr 3, 2026

Research Summary

AI-generated summary of this filing

Updated Apr 3, 2026

Shutterstock (SSTK) CAO Steven Ciardiello Exercises RSUs; 5.8k Withheld

What Happened
Steven Ciardiello, Chief Accounting Officer of Shutterstock (SSTK), converted/settled a series of restricted stock units and performance stock units into 16,099 shares of common stock on April 1–2, 2026. To cover tax withholding obligations, 5,806 of those shares were surrendered at $16.51 per share, totaling approximately $95,858. After withholding, Ciardiello received a net 10,293 shares. In addition, a separate RSU award for 10,638 units was granted on April 1, 2026 (see footnote F2) and vests April 1, 2027 subject to continued employment.

Key Details

Transaction dates: April 1–2, 2026; Form 4 filed April 3, 2026 (timely filing).
Converted/issued (code M): 16,099 shares (aggregate of several RSU/PSU conversions).
Shares withheld for taxes (code F): 5,806 shares at $16.51 each = $95,858 withheld.
Net shares delivered to insider: 10,293 shares.
Grant (code A): 10,638 RSUs granted on April 1, 2026 (vesting April 1, 2027) — F2.
Footnote highlights: RSUs = one share per unit (F1); several awards are performance-based PSUs (F3–F5) or multi-year RSU awards that vest in installments (F6–F8) and may be contingent on performance/continued employment.
Transaction codes: M = exercise/conversion of derivative (RSU/PSU), F = tax withholding, A = award/grant. This appears to be routine settlement/withholding rather than an open‑market sale or purchase.

Context

These conversions are effectively net settlements of equity awards (a common practice): derivative units converted to shares, then a portion surrendered to satisfy tax withholding (a cashless settlement).
Some awards are performance-contingent (PSUs) and subject to Compensation Committee certification (see F4–F5), so future vesting/quantity may vary.
No open-market purchases or discretionary sales by the insider are reported here; the filing documents standard award vesting/conversion and tax withholding.

Insider Transaction Report

Form 4

Period: 2026-04-01

Shutterstock, Inc.SSTK

Ciardiello Steven

CHIEF ACCOUNTING OFFICER

Transactions

Exercise/Conversion
Common Stock
2026-04-02+1,546→ 47,945 total
Tax Payment
Common Stock
2026-04-02$16.51/sh−558$9,213→ 47,387 total
Exercise/Conversion
Common Stock
2026-04-02+2,712→ 50,099 total
Tax Payment
Common Stock
2026-04-02$16.51/sh−978$16,147→ 49,121 total
Exercise/Conversion
Common Stock
2026-04-02+687→ 49,808 total
Tax Payment
Common Stock
2026-04-02$16.51/sh−248$4,094→ 49,560 total
Exercise/Conversion
Common Stock
2026-04-02+871→ 50,431 total
Tax Payment
Common Stock
2026-04-02$16.51/sh−314$5,184→ 50,117 total
Exercise/Conversion
Common Stock
2026-04-02+2,373→ 52,490 total
Tax Payment
Common Stock
2026-04-02$16.51/sh−856$14,133→ 51,634 total
Exercise/Conversion
Common Stock
2026-04-02+7,910→ 59,544 total
Tax Payment
Common Stock
2026-04-02$16.51/sh−2,852$47,087→ 56,692 total
Award
Restricted Stock Units
[F1][F2]
2026-04-01+10,638→ 10,638 total
From: 2027-04-01→ Common Stock (10,638 underlying)
Exercise/Conversion
Performance-based Restricted Stock Units
[F3][F4]
2026-04-02−1,546→ 0 total
From: 2026-04-01→ Common Stock (1,546 underlying)
Exercise/Conversion
Performance-based Restricted Stock Units
[F3][F5]
2026-04-02−2,712→ 2,613 total
From: 2026-04-01→ Common Stock (2,712 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F6]
2026-04-02−687→ 0 total
From: 2026-04-01→ Common Stock (687 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F7]
2026-04-02−871→ 871 total
From: 2026-04-01→ Common Stock (871 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F8]
2026-04-02−2,373→ 4,746 total
From: 2026-04-01→ Common Stock (2,373 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F8]
2026-04-02−7,910→ 15,820 total
From: 2026-04-01→ Common Stock (7,910 underlying)

Footnotes (8)

[F1]Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
[F2]RSU award granted on April 1, 2026 that vests April 1, 2027, subject to the Reporting Person's continued employment on such vesting date.
[F3]Each Performance-based RSU ("PSU") represents a contingent right to receive one share of the Issuer's common stock.
[F4]PSU award granted on April 3, 2023 that vests in three equal annual installments beginning April 1, 2024, contingent upon, and subject to adjustment based on, the achievement of certain adjusted EBITDA margin and revenue growth performance thresholds for each annual performance period. Subject to Compensation Committee confirmation of achievement of performance and subject to adjustment pursuant to the award agreement.
[F5]PSU award granted on April 1, 2024 that vests in three equal annual installments beginning April 1, 2025, contingent upon, and subject to adjustment based on, the achievement of certain adjusted EBITDA margin and revenue growth performance thresholds for each annual performance period. Subject to Compensation Committee confirmation of achievement of performance and subject to adjustment pursuant to the award agreement.
[F6]RSU award granted on April 3, 2023 that vests in three equal annual installments beginning April 1, 2024, subject to the Reporting Person's continued employment on such vesting date.
[F7]RSU award granted on April 1, 2024 that vests in three equal annual installments beginning April 1, 2025, subject to the Reporting Person's continued employment on such vesting date.
[F8]RSU award granted on April 1, 2025 that vests in three equal annual installments beginning April 1, 2026, subject to the Reporting Person's continued employment on such vesting date.

Signature

/s/ John Lapham, Attorney-in-Fact|2026-04-03

Documents

1 file

4
form4-04032026_040447.xmlPrimary