Sec Form 4 Filing - THOMPSON MATTHEW @ ADOBE SYSTEMS INC - 2016-01-24

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
THOMPSON MATTHEW
2. Issuer Name and Ticker or Trading Symbol
ADOBE SYSTEMS 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 WW Field Operations
(Last) (First) (Middle)
ADOBE SYSTEMS INCORPORATED, 345 PARK AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
01/24/2016
(Street)
SAN JOSE, CA95110
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 01/24/2016 M 15,625 A $ 0 67,343 D
Common Stock 01/24/2016 F 6,578 ( 1 ) D $ 89.63 60,765 D
Common Stock 01/24/2016 M 108,900 A $ 0 169,665 D
Common Stock 01/24/2016 F 56,824 ( 1 ) D $ 89.63 112,841 D
Common Stock 01/24/2016 M 13,367 A $ 0 126,208 D
Common Stock 01/24/2016 F 6,974 ( 1 ) D $ 89.63 119,234 D
Common Stock 01/24/2016 M 11,467 A $ 0 130,701 D
Common Stock 01/24/2016 F 5,983 ( 1 ) D $ 89.63 124,718 D
Common Stock 01/26/2016 S 73,000 D $ 86.8356 ( 2 ) 51,718 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Restricted Stock Units $ 0 01/24/2016 M 15,625 ( 3 ) ( 3 ) Common Stock 15,625 $ 0 0 D
Performance Shares $ 0 01/24/2016 M 108,900 ( 4 ) ( 4 ) Common Stock 108,900 $ 0 0 D
Restricted Stock Units $ 0 01/24/2016 M 13,367 ( 5 ) ( 5 ) Common Stock 13,367 $ 0 13,366 D
Restricted Stock Units $ 0 01/24/2016 M 11,467 ( 6 ) ( 6 ) Common Stock 11,467 $ 0 22,933 D
Performance Shares $ 0 01/25/2016 A 57,150 ( 7 ) ( 7 ) Common Stock 57,150 $ 0 57,150 D
Restricted Stock Unit $ 0 01/25/2016 A 28,575 ( 8 ) ( 8 ) Common Stock 28,575 $ 0 28,575 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
THOMPSON MATTHEW
ADOBE SYSTEMS INCORPORATED
345 PARK AVENUE
SAN JOSE, CA95110
EVP WW Field Operations
Signatures
/s/ Jonathan Vaas, as attorney-in-fact 01/27/2016
Signature of Reporting Person Date
Explanation of Responses :
( 1 )Shares surrendered to pay tax liability due at vesting.
( 2 )This transaction was executed in multiple trades at prices ranging from $86.29 to $87.12. 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.
( 3 )RSU award granted on January 24, 2012 vests at a rate of 25% annually on the first, second, third and fourth anniversaries of the grant date.
( 4 )The Performance Shares vested in full upon the certification of performance goal achievement at 198% following the three-year anniversary of the January 24, 2013 grant date.
( 5 )Vests at a rate of 1/3 annually on the first, second and third anniversaries of the January 24, 2014 grant date.
( 6 )Vests 1/3 on each of January 24, 2016, January 24, 2017 and January 24, 2018.
( 7 )The Performance Shares will vest in full upon the certification of performance goal achievement following the three-year anniversary of the January 24, 2016 vesting commencement date, if the performance goal is achieved.
( 8 )Vests at a rate of 1/3 annually on the first, second and third anniversaries of the January 24, 2016 vesting commencement date.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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