0001127602-20-011312.txt : 20200318 0001127602-20-011312.hdr.sgml : 20200318 20200318184918 ACCESSION NUMBER: 0001127602-20-011312 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200315 FILED AS OF DATE: 20200318 DATE AS OF CHANGE: 20200318 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KISLING RONALD W CENTRAL INDEX KEY: 0001228622 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37444 FILM NUMBER: 20725963 MAIL ADDRESS: STREET 1: 2400 BRIDGE PARKWAY CITY: REDWOOD SHORES STATE: CA ZIP: 940651166 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FITBIT, INC. CENTRAL INDEX KEY: 0001447599 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPUTERS [3571] IRS NUMBER: 208920744 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 199 FREMONT STREET STREET 2: 14TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 415-513-1000 MAIL ADDRESS: STREET 1: 199 FREMONT STREET STREET 2: 14TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 FORMER COMPANY: FORMER CONFORMED NAME: FITBIT INC DATE OF NAME CHANGE: 20081009 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2020-03-15 0001447599 FITBIT, INC. FIT 0001228622 KISLING RONALD W C/O FITBIT 199 FREMONT STREET, 14TH FLOOR SAN FRANCISCO CA 94105 1 Chief Financial Officer Class A Common Stock 2020-03-15 4 M 0 281 0 A 160396 D Class A Common Stock 2020-03-15 4 M 0 3584 0 A 163980 D Class A Common Stock 2020-03-15 4 M 0 9000 0 A 172980 D Class A Common Stock 2020-03-15 4 M 0 18933 0 A 191913 D Class A Common Stock 2020-03-15 4 F 0 11026 6.39 D 180887 D Class A Common Stock 2020-03-16 4 C 0 100000 0 A 280887 D Class A Common Stock 2020-03-16 4 S 0 200000 6.1746 D 80887 D Restricted Stock Units 0 2020-03-15 4 M 0 281 0 D Class A Common Stock 281 0 D Restricted Stock Units 0 2020-03-15 4 M 0 3584 0 D Class A Common Stock 3584 14333 D Restricted Stock Units 0 2020-03-15 4 M 0 9000 0 D Class A Common Stock 9000 45000 D Restricted Stock Units 0 2020-03-15 4 M 0 18933 0 D Class A Common Stock 18933 151467 D Employee Stock Option (Right to Buy) 3.6333 2020-03-16 4 M 0 100000 0 D 2024-08-26 Class B Common Stock 100000 333689 D Class B Common Stock 2020-03-16 4 M 0 100000 0 A Class A Common Stock 100000 100000 D Class B Common Stock 2020-03-16 4 C 0 100000 0 D Class A Common Stock 100000 0 D Each restricted stock unit ("RSU") represents a contingent right to receive 1 share of the Issuer's Class A common stock upon settlement for no consideration. This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person. Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. The Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of: (i) any transfer, whether or not for value, except for certain "Permitted Transfers" as defined in the Issuer's restated certificate of incorporation in effect as of the date hereof, (ii) the affirmative vote of the holders of Class B Common Stock representing not less than a majority of the outstanding shares of Class B Common Stock, or (iii) June 17, 2027. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.92 to $6.30 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. 1/4 of the RSUs vested on March 15, 2017, and the remainder will vest on each quarterly anniversary thereafter in equal installments, until such time as the RSUs are 100% vested, subject to the continuing service of the Reporting Person on each vesting date. Shares of the Issuer's Class A common stock will be delivered to the Reporting Person upon vesting. 1/12th of the RSUs vested on June 15, 2018, and the remainder will vest on each quarterly anniversary thereafter in equal installments, until such time as the RSUs are 100% vested, subject to the continuing employment of the Reporting Person on each vesting date. Shares of the Issuer's Class A common stock will be delivered to the Reporting Person upon vesting. 1/12th of the RSUs vested on September 15, 2018, and the remainder shall vest on each quarterly anniversary thereafter in equal installments, until such time as the RSUs are 100% vested, subject to the continuing service of the Reporting Person on each vesting date. Shares of the Issuer's Class A common stock will be delivered to the Reporting Person upon vesting. 1/12th of the RSUs vested on June 15, 2019, and the remainder will vest on each quarterly anniversary thereafter in equal installments, until such time as the RSUs are 100% vested, subject to the continuing employment of the Reporting Person on each vesting date. Shares of the Issuer's Class A common stock will be delivered to the Reporting Person upon vesting. The option vested as to 1/4th of the total number of shares on August 22, 2015, and thereafter vested as to 1/48th of the total number of shares in equal monthly installments. /s/ Andy Missan, attorney-in-fact 2020-03-18