Morris Donna Form 4 ADOBE / Donna Morris 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^*

Morris Donna

(Last) (First) (Middle)

ADOBE INC.

345 PARK AVENUE

(Street)

SAN JOSE CA 95110

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ADOBE INC. [ ADBE ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP, CHRO, Employee Experience

3. Date of Earliest Transaction (Month/Day/Year)
01/24/2020

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	01/24/2020		M		37,770	A	$0	77,733	I	by trust(1)
Common Stock	01/24/2020		F		18,726(2)	D	$351.37	59,007	I	by trust(1)
Common Stock	01/24/2020		M		6,295	A	$0	65,302	I	by trust(1)
Common Stock	01/24/2020		F		3,136(2)	D	$351.37	62,166	I	by trust(1)
Common Stock	01/24/2020		M		4,048	A	$0	66,214	I	by trust(1)
Common Stock	01/24/2020		F		2,006(2)	D	$351.37	64,208	I	by trust(1)
Common Stock	01/24/2020		M		2,450	A	$0	66,658	I	by trust(1)
Common Stock	01/24/2020		F		1,214(2)	D	$351.37	65,444	I	by trust(1)
Common Stock	01/28/2020		S		13,108	D	$347.7397(3)	52,336	I	by trust(1)
Common Stock	01/28/2020		S		12,373	D	$348.6079(4)	39,963	I	by trust(1)

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
Performance Shares	$0.0	01/24/2020		M			37,770	(5)	(5)	Common Stock	37,770	$0	0	D
Restricted Stock Units	$0.0	01/24/2020		M			6,295	(6)	(6)	Common Stock	6,295	$0	0	D
Restricted Stock Units	$0.0	01/24/2020		M			4,048	(7)	(7)	Common Stock	4,048	$0	4,048	D
Restricted Stock Units	$0.0	01/24/2020		M			2,450	(8)	(8)	Common Stock	2,450	$0	7,347	D

Explanation of Responses:

1. Shares held by The Morris Family Rev Trust.

2. Shares surrendered to pay tax liability due at vesting.

3. This transaction was executed in multiple trades at prices ranging from $347.21 to $348.20. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.

4. This transaction was executed in multiple trades at prices ranging from $348.21 to $349.10. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.

5. The Performance Shares vested in full upon the certification of performance goal achievement at 200% following the three-year anniversary of the January 24, 2017 vesting commencement date.

6. Vests at a rate of 1/3 annually on the first, second and third anniversaries of the January 24, 2017 vesting commencement date.

7. Vests at a rate of 1/3 annually on the first, second and third anniversaries of the January 24, 2018 vesting commencement date.

8. Vests 25% on the first anniversary of the January 24, 2019 vesting commencement date and then 6.25% quarterly thereafter.

Remarks:

	/s/ Allison Blais, as attorney-in-fact	01/28/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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