Constant Contact (CTCT) Form 4 Constant Contact / Christopher Litster ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Litster Christopher

(Last) (First) (Middle)

C/O CONSTANT CONTACT, INC.,

1601 TRAPELO ROAD

(Street)

WALTHAM MA 02451

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Constant Contact, Inc. [ CTCT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP, Sales and Marketing

3. Date of Earliest Transaction (Month/Day/Year)
10/30/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/30/2015		M		1	A	$13.09	2,366	D
Common Stock	10/30/2015		S(1)		1	D	$26	2,365	D
Common Stock	11/02/2015		M		203	A	$6.89	2,568	D
Common Stock	11/02/2015		M		1,500	A	$18.79	4,068	D
Common Stock	11/02/2015		M		6,000	A	$19.02	10,068	D
Common Stock	11/02/2015		M		5,925	A	$18.22	15,993	D
Common Stock	11/02/2015		M		14,630	A	$13.09	30,623	D
Common Stock	11/02/2015		M		5,000	A	$13.75	35,623	D
Common Stock	11/02/2015		S(1)		33,258	D	$31.86(2)	2,365	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$13.09	10/30/2015		M			1	(3)	12/04/2022	Common Stock	1	$0.00	26,009	D
Stock Option (Right to Buy)	$6.89	11/02/2015		M			203	(4)	06/05/2017	Common Stock	203	$0.00	0	D
Stock Option (Right to Buy)	$18.79	11/02/2015		M			1,500	(5)	03/03/2018	Common Stock	1,500	$0.00	0	D
Stock Option (Right to Buy)	$19.02	11/02/2015		M			6,000	(6)	03/01/2020	Common Stock	6,000	$0.00	0	D
Stock Option (Right to Buy)	$18.22	11/02/2015		M			5,925	(7)	09/01/2020	Common Stock	5,925	$0.00	2,075	D
Stock Option (Right to Buy)	$13.09	11/02/2015		M			14,630	(3)	12/04/2022	Common Stock	14,630	$0.00	11,379	D
Stock Option (Right to Buy)	$13.75	11/02/2015		M			5,000	(8)	03/04/2023	Common Stock	5,000	$0.00	5,000	D

Explanation of Responses:

1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 2, 2015.

2. Represents the weighted average sales price for shares sold in multiple transactions. Sales prices ranged from $31.75 to $32.00 per share. Upon request of the staff of the Securities and Exchange Commission, the issuer or a security holder of such issuer, the reporting person will provide full information regarding the number of shares sold at each separate price.

3. 25% of the shares subject to the option will vest on December 4, 2013, and 6.25% of the shares subject to the option will vest quarterly thereafter, such that 100% of the shares subject to the option will be fully vested on December 4, 2016.

4. 25% of the shares subject to the option vested on June 5, 2008, and 6.25% of the shares subject to the option vested quarterly thereafter, such that 100% of the shares subject to the option became fully vested on June 5, 2011.

5. 25% of the shares subject to the option vested on March 3, 2009, and 6.25% of the shares subject to the option vested quarterly thereafter, such that 100% of the shares subject to the option became fully vested on March 3, 2012.

6. 25% of the shares subject to the option vested on March 1, 2011, and 6.25% of the shares subject to the option vested quarterly thereafter, such that 100% of the shares subject to the option became fully vested on March 1, 2014.

7. 25% of the shares subject to the option vested on September 1, 2011, and 6.25% of the shares subject to the option vested quarterly thereafter, such that 100% of the shares subject to the option became fully vested on September 1, 2014.

8. 25% of the shares subject to the option will vest on March 4, 2014, and 6.25% of the shares subject to the option will vest quarterly thereafter, such that 100% of the shares subject to the option will be fully vested on March 4, 2017.

Remarks:

	/s/ Robert P. Nault, attorney-in-fact	11/04/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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