Form 4: Shutterstock CEO Paul Hennessy Reports Routine Equity Vesting and Tax-Related Share Dispositions

Shutterstock, Inc. CEO and Director Paul J. Hennessy reported the vesting of performance-based and time-based equity awards, alongside associated share dispositions for tax withholding, on July 1, 2025.

Summary

• Paul J. Hennessy, Chief Executive Officer and Director of Shutterstock, Inc. (SSTK), reported transactions on July 1, 2025, related to his equity compensation.
• Acquired 275,113 shares of common stock upon the vesting of performance-based restricted stock units (PSUs). These PSUs were granted on July 1, 2022, and vested based on the achievement of certain adjusted EBITDA margin and revenue growth performance thresholds.
• Disposed of 137,340 shares of common stock at a price of $20.1 per share to cover tax withholding obligations associated with the PSU vesting.
• Acquired an additional 87,597 shares of common stock upon the vesting of restricted stock units (RSUs). These RSUs were granted on July 1, 2022, and vested subject to Mr. Hennessy's continued employment.
• Disposed of 44,719 shares of common stock at a price of $20.1 per share to cover tax withholding obligations related to the RSU vesting.
• Following these reported transactions, Mr. Hennessy's direct beneficial ownership of Shutterstock common stock stands at 312,333 shares.

Sentiment

Score: 6

Explanation: The filing indicates the vesting of performance-based and time-based equity awards for the CEO, suggesting the achievement of company performance targets and continued executive tenure. While shares were sold for tax purposes, the CEO maintains a substantial beneficial ownership, aligning interests with shareholders.

Positives

• The vesting of performance-based restricted stock units (PSUs) indicates that Shutterstock achieved specific adjusted EBITDA margin and revenue growth performance thresholds, aligning executive compensation with company success.
• The CEO's continued acquisition and holding of a significant number of shares (312,333 shares) through equity awards demonstrates alignment of management's interests with those of shareholders.

Negatives

• A total of 182,059 shares were disposed of to cover tax withholding obligations, which, while standard practice, reduces the immediate increase in the CEO's direct ownership from the vested awards.

Future Outlook

The Performance-based Restricted Stock Units and Restricted Stock Units granted on July 1, 2022, were structured to vest in three equal annual installments beginning July 1, 2023. The transactions on July 1, 2025, represent the final installment of these specific awards, indicating no further vesting from these particular grants.

Industry Context

This filing is a routine disclosure of insider stock transactions, specifically related to executive compensation and equity vesting. It does not provide broader industry context or trends.

Stakeholder Impact

• Shareholders: Provides transparency into the CEO's equity compensation and ownership stake, which can influence investor confidence and perception of management alignment.
• Employees: Reflects standard executive compensation practices involving equity awards, which may be part of broader company compensation strategies.

Key Dates

Keywords

Shutterstock, SSTK, Paul Hennessy, CEO, Director, SEC Form 4, Insider Transaction, Equity Compensation, Restricted Stock Units, Performance-based Restricted Stock Units, Stock Vesting, Share Ownership