X0305 4 2012-04-11 0 0001340127 Carbonite Inc CARB 0001229269 FRIEND DAVID C/O CARBONITE, INC. 177 HUNTINGTON AVENUE BOSTON MA 02115 1 1 0 0 CEO and President Common Stock 2012-04-11 4 S 0 1753 9.5528 D 901768 D Common Stock 2012-04-11 4 S 0 60 9.5528 D 99580 I By Trust Common Stock 2012-04-11 4 S 0 281 9.5528 D 455225 I By Trust Common Stock 2012-04-11 4 S 0 54 9.5528 D 85211 I By Trust Common Stock 2012-04-11 4 S 0 61 9.5528 D 98114 I By Trust Common Stock 2012-04-11 4 S 0 54 9.5528 D 85211 I By Trust Common Stock 2012-04-11 4 S 0 61 9.5528 D 98114 I By Trust Common Stock 2012-04-11 4 S 0 15 9.5528 D 23895 I By Trust Common Stock 2012-04-12 4 S 0 1753 9.488 D 900015 D Common Stock 2012-04-12 4 S 0 60 9.488 D 99520 I By Trust Common Stock 2012-04-12 4 S 0 281 9.488 D 454944 I By Trust Common Stock 2012-04-12 4 S 0 54 9.488 D 85157 I By Trust Common Stock 2012-04-12 4 S 0 61 9.488 D 98053 I By Trust Common Stock 2012-04-12 4 S 0 54 9.488 D 85157 I By Trust Common Stock 2012-04-12 4 S 0 61 9.488 D 98053 I By Trust Common Stock 2012-04-12 4 S 0 15 9.488 D 23880 I By Trust Common Stock 24525 I By Spouse Common Stock 3000 I By Son Common Stock 3000 I By Son Common Stock 3000 I By Daughter Common Stock 3000 I By Daughter The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 12, 2011. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $9.34 to $9.69, 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 request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. These shares are owned by the David Friend 2011 Qualified Annunity Trust I. The reporting person is trustee of the trust. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. These shares are owned by the David Friend 2010 Qualified Annunity Trust I. The reporting person is trustee of the trust. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. These shares are owned by the David Friend 2009 Qualified Annunity Trust II. The reporting person is trustee of the trust. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. These shares are owned by the David Friend 2009 Qualified Annunity Trust III. The reporting person is trustee of the trust. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. These shares are owned by the Margaret F.A. Shepherd 2009 Qualified Annuity Trust. The reporting person's spouse is trustee of the trust. The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. These shares are owned by the Margaret F.A. Shepherd 2009 Qualified Annuity Trust II. The reporting person's spouse is trustee of the trust. The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. These shares are owned by the Friend-Shepherd Family 2009 Irrevocable Trust II. The reporting person is trustee of the trust. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $9.32 to $9.62, 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 request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. These shares are owned by Margaret F.A. Shepherd. The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. These shares are owned by Jasper Friend. The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. These shares are owned by Zachery Friend. The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. These shares are owned by Lilian Friend. The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. These shares are owned by Zoe Friend. The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. /s/ Danielle Sheer, by power of attorney 2012-04-13