0001179110-13-006835.txt : 20130416 0001179110-13-006835.hdr.sgml : 20130416 20130416161226 ACCESSION NUMBER: 0001179110-13-006835 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130415 FILED AS OF DATE: 20130416 DATE AS OF CHANGE: 20130416 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PRICELINE COM INC CENTRAL INDEX KEY: 0001075531 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 061528493 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 800 CONNECTICUT AVE CITY: NORWALK STATE: CT ZIP: 06854 BUSINESS PHONE: 203-299-8000 MAIL ADDRESS: STREET 1: 800 CONNECTICUT AVE CITY: NORWALK STATE: CT ZIP: 06854 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BOYD JEFFERY H CENTRAL INDEX KEY: 0001214606 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25581 FILM NUMBER: 13764111 MAIL ADDRESS: STREET 1: PRICELINE.COM INCORPORATED STREET 2: 800 CONNECTICUT AVE CITY: NORWALK STATE: CT ZIP: 06854 4 1 edgar.xml FORM 4 - X0306 4 2013-04-15 0 0001075531 PRICELINE COM INC PCLN 0001214606 BOYD JEFFERY H 800 CONNECTICUT AVENUE NORWALK CT 06854 1 1 0 0 President and CEO Common Stock 2013-04-15 4 S 0 748 732.06 D 187440 D Common Stock 2013-04-15 4 S 0 1252 733.65 D 186188 D 2013 Performance Share Units 11501 D 2012 Performance Share Units 6967 D 2011 Performance Share Units 9682 D Common Stock 15166 I See Footnote The shares were sold pursuant to a sales plan dated November 22, 2010 (the "2010 Plan") which complies with the requirements of Rule 10b5-1(c)(1) under the Securities Exchange Act of 1934, as amended. The terms of the 2010 Plan were summarized in a Form 8-K filed with the Securities and Exchange Commission on November 24, 2010. The existence of the 2010 Plan, the total shares subject to the 2010 Plan and the date of adoption of the 2010 Plan were disclosed in priceline.com's proxy statement filed with the Securities and Exchange Commission on April 29, 2011 (page 33) and April 24, 2012 (page 29). Represents the weighted average sales price. The range of prices received for the reported transactions was $731.76 - $732.50. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price. Represents the weighted average sales price. The range of prices received for the reported transactions was $733.36 - $733.93. Upon request by the Commission staff, priceline.com will provide full information regarding the number of shares sold at each separate price. Represents "target" number of shares underlying performance share units outstanding. The actual number of shares issued, if any, could increase or decrease depending on certain performance factors. Represents: (1) 15,000 shares held by a charitable foundation controlled by Mr. Boyd, and (2) 166 shares held by an immediate family member. Mr. Boyd disclaims beneficial ownership of these shares. /s/ Jeffery H. Boyd 2013-04-16