STOCK TITAN

Shutterstock (SSTK) CAO nets shares from RSUs, granted 10,638 new units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Shutterstock, Inc. chief accounting officer Steven Ciardiello reported a series of equity compensation moves. On April 2, 2026 he exercised and vested performance-based and time-based restricted stock units into 16,099 shares of common stock. To cover tax obligations, 5,806 shares were automatically withheld at $16.51 per share, a non–open-market disposition, leaving him with 56,692 directly held shares of Shutterstock common stock.

Separately, on April 1, 2026 he received a new grant of 10,638 restricted stock units, scheduled to vest on April 1, 2027 if he remains employed. Existing performance-based RSU awards from 2023 and 2024 continue to vest in annual installments and depend on meeting adjusted EBITDA margin and revenue growth performance thresholds confirmed by the compensation committee.

Positive

  • None.

Negative

  • None.
Insider Ciardiello Steven
Role CHIEF ACCOUNTING OFFICER
Type Security Shares Price Value
Exercise Performance-based Restricted Stock Units 1,546 $0.00 --
Exercise Performance-based Restricted Stock Units 2,712 $0.00 --
Exercise Restricted Stock Units 687 $0.00 --
Exercise Restricted Stock Units 871 $0.00 --
Exercise Restricted Stock Units 2,373 $0.00 --
Exercise Restricted Stock Units 7,910 $0.00 --
Exercise Common Stock 1,546 $0.00 --
Tax Withholding Common Stock 558 $16.51 $9K
Exercise Common Stock 2,712 $0.00 --
Tax Withholding Common Stock 978 $16.51 $16K
Exercise Common Stock 687 $0.00 --
Tax Withholding Common Stock 248 $16.51 $4K
Exercise Common Stock 871 $0.00 --
Tax Withholding Common Stock 314 $16.51 $5K
Exercise Common Stock 2,373 $0.00 --
Tax Withholding Common Stock 856 $16.51 $14K
Exercise Common Stock 7,910 $0.00 --
Tax Withholding Common Stock 2,852 $16.51 $47K
Grant/Award Restricted Stock Units 10,638 $0.00 --
Holdings After Transaction: Performance-based Restricted Stock Units — 0 shares (Direct); Restricted Stock Units — 0 shares (Direct); Common Stock — 47,945 shares (Direct)
Footnotes (1)
  1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock. RSU award granted on April 1, 2026 that vests April 1, 2027, subject to the Reporting Person's continued employment on such vesting date. Each Performance-based RSU ("PSU") represents a contingent right to receive one share of the Issuer's common stock. PSU award granted on April 3, 2023 that vests in three equal annual installments beginning April 1, 2024, contingent upon, and subject to adjustment based on, the achievement of certain adjusted EBITDA margin and revenue growth performance thresholds for each annual performance period. Subject to Compensation Committee confirmation of achievement of performance and subject to adjustment pursuant to the award agreement. PSU award granted on April 1, 2024 that vests in three equal annual installments beginning April 1, 2025, contingent upon, and subject to adjustment based on, the achievement of certain adjusted EBITDA margin and revenue growth performance thresholds for each annual performance period. Subject to Compensation Committee confirmation of achievement of performance and subject to adjustment pursuant to the award agreement. RSU award granted on April 3, 2023 that vests in three equal annual installments beginning April 1, 2024, subject to the Reporting Person's continued employment on such vesting date. RSU award granted on April 1, 2024 that vests in three equal annual installments beginning April 1, 2025, subject to the Reporting Person's continued employment on such vesting date. RSU award granted on April 1, 2025 that vests in three equal annual installments beginning April 1, 2026, subject to the Reporting Person's continued employment on such vesting date.
Shares acquired via RSU/PSU exercises 16,099 shares Derivative exercises and vesting on April 2, 2026
Shares withheld for taxes 5,806 shares Tax-withholding dispositions at $16.51 per share
Tax withholding price $16.51 per share Price used for F-code share withholding transactions
New RSU grant 10,638 units RSU award granted April 1, 2026, vesting April 1, 2027
Post-transaction common shares held 56,692 shares Direct ownership after all reported transactions
Restricted Stock Unit ("RSU") financial
"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share"
Performance-based RSU ("PSU") financial
"Each Performance-based RSU ("PSU") represents a contingent right to receive one share"
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
adjusted EBITDA margin financial
"contingent upon, and subject to adjustment based on, the achievement of certain adjusted EBITDA margin and revenue growth"
Adjusted EBITDA margin shows how much profit a company makes from its core operations, expressed as a percentage of its total revenue, after removing certain one-time or unusual expenses and income. It helps investors understand the company's true earning ability from regular business activities, making it easier to compare performance over time or with other companies. Think of it as measuring the efficiency of a business in turning sales into profits, excluding irregular adjustments.
revenue growth performance thresholds financial
"subject to adjustment based on, the achievement of certain adjusted EBITDA margin and revenue growth performance thresholds"
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Ciardiello Steven

(Last)(First)(Middle)
350 FIFTH AVENUE
20TH FLOOR

(Street)
NEW YORK NEW YORK 10118

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Shutterstock, Inc. [ SSTK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CHIEF ACCOUNTING OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock04/02/2026M1,546A$047,945D
Common Stock04/02/2026F558D$16.5147,387D
Common Stock04/02/2026M2,712A$050,099D
Common Stock04/02/2026F978D$16.5149,121D
Common Stock04/02/2026M687A$049,808D
Common Stock04/02/2026F248D$16.5149,560D
Common Stock04/02/2026M871A$050,431D
Common Stock04/02/2026F314D$16.5150,117D
Common Stock04/02/2026M2,373A$052,490D
Common Stock04/02/2026F856D$16.5151,634D
Common Stock04/02/2026M7,910A$059,544D
Common Stock04/02/2026F2,852D$16.5156,692D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)04/01/2026A10,63804/01/2027 (2)Common Stock10,638$010,638D
Performance-based Restricted Stock Units(3)04/02/2026M1,54604/01/2026 (4)Common Stock1,546$00D
Performance-based Restricted Stock Units(3)04/02/2026M2,71204/01/2026 (5)Common Stock2,712$02,613D
Restricted Stock Units(1)04/02/2026M68704/01/2026 (6)Common Stock687$00D
Restricted Stock Units(1)04/02/2026M87104/01/2026 (7)Common Stock871$0871D
Restricted Stock Units(1)04/02/2026M2,37304/01/2026 (8)Common Stock2,373$04,746D
Restricted Stock Units(1)04/02/2026M7,91004/01/2026 (8)Common Stock7,910$015,820D
Explanation of Responses:
1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
2. RSU award granted on April 1, 2026 that vests April 1, 2027, subject to the Reporting Person's continued employment on such vesting date.
3. Each Performance-based RSU ("PSU") represents a contingent right to receive one share of the Issuer's common stock.
4. PSU award granted on April 3, 2023 that vests in three equal annual installments beginning April 1, 2024, contingent upon, and subject to adjustment based on, the achievement of certain adjusted EBITDA margin and revenue growth performance thresholds for each annual performance period. Subject to Compensation Committee confirmation of achievement of performance and subject to adjustment pursuant to the award agreement.
5. PSU award granted on April 1, 2024 that vests in three equal annual installments beginning April 1, 2025, contingent upon, and subject to adjustment based on, the achievement of certain adjusted EBITDA margin and revenue growth performance thresholds for each annual performance period. Subject to Compensation Committee confirmation of achievement of performance and subject to adjustment pursuant to the award agreement.
6. RSU award granted on April 3, 2023 that vests in three equal annual installments beginning April 1, 2024, subject to the Reporting Person's continued employment on such vesting date.
7. RSU award granted on April 1, 2024 that vests in three equal annual installments beginning April 1, 2025, subject to the Reporting Person's continued employment on such vesting date.
8. RSU award granted on April 1, 2025 that vests in three equal annual installments beginning April 1, 2026, subject to the Reporting Person's continued employment on such vesting date.
/s/ John Lapham, Attorney-in-Fact04/03/2026
** Signature of Reporting PersonDate
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)