X0306 4 2020-02-24 0001447599 FITBIT, INC. FIT 0001645079 MISSAN ANDY C/O FITBIT, INC. 199 FREMONT STREET, 14TH FLOOR SAN FRANCISCO CA 94105 1 EVP, General Counsel, Sect. Class A Common Stock 2020-02-24 4 C 0 36000 0 A 223779 D Class A Common Stock 2020-02-24 4 S 0 115140 6.4097 D 108639 D Employee Stock Option (Right to Buy) .2767 2020-02-24 4 M 0 36000 0 D 2023-03-27 Class B Common Stock 36000 109175 D Class B Common Stock 2020-02-24 4 M 0 36000 0 A Class A Common Stock 36000 36000 D Class B Common Stock 2020-02-24 4 C 0 36000 0 D Class A Common Stock 36000 0 D Restricted Stock Unit 2020-02-24 4 A 0 146200 0 A Class A Common Stock 146200 146200 D The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.37 to $6.45 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. The option vested as to 1/4th of the total number of shares on March 26, 2014, and thereafter vested as to 1/48th of the total number of shares in equal monthly installments. 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. 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. 1/12th of the RSUs will vest on June 15, 2020, and the remainder will vest quarterly 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. /s/ Andy Missan 2020-02-26