Sec Form 3 Filing - Hinge Kevin @ GoPro, Inc. - 2022-02-16

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Hinge Kevin
2. Issuer Name and Ticker or Trading Symbol
GoPro, Inc. [ GPRO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP, Chief Supply Chain Off.
(Last) (First) (Middle)
3025 CLEARVIEW WAY
3. Date of Earliest Transaction (MM/DD/YY)
02/16/2022
(Street)
SAN MATEO, CA94402
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
Class A Common Stock 192,204( 1 ) 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
Employee Stock Options (right to buy) $ 15.61 ( 2 ) 08/14/2026 Class A Common Stock 47,393 D
Employee Stock Options (right to buy) $ 9.44 ( 2 ) 02/14/2027 Class A Common Stock 46,404 D
Employee Stock Options (right to buy) $ 8.64 ( 2 ) 05/14/2027 Class A Common Stock 17,401 D
Employee Stock Options (right to buy) $ 6.78 ( 3 ) 05/27/2029 Class A Common Stock 38,823 D
Employee Stock Options (right to buy) $ 4.08 ( 4 ) 02/17/2030 Class A Common Stock 86,806 D
Employee Stock Options (right to buy) $ 7.91 ( 5 ) 02/22/2031 Class A Common Stock 36,550 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Hinge Kevin
3025 CLEARVIEW WAY
SAN MATEO, CA94402
SVP, Chief Supply Chain Off.
Signatures
/s/ Jason Stephen, Attorney-in-Fact for Kevin Hinge 02/22/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes 123,678 restricted stock units ("RSUs") that vest as follows: 14,685 RSUs will vest on 5/15/2022; 4,995 RSUs will vest on 8/15/2022; 4,993 RSUs will vest on 11/15/2022; 37,317 RSUs will vest on 2/15/2023; 11,968 RSUs will vest on 5/15/2023; 2,275 RSUs will vest on 8/15/2023; 2,277 RSUs will vest on 11/15/2023; 34,598 RSUs will vest on 2/15/2024; and 10,570 RSUs will vest on 2/15/2025, subject to the Reporting Person's continuous service.
( 2 )100% of the options are fully vested.
( 3 )The options vest over a four-year period as follows: 25% of the underlying shares vested on May 15, 2020, and an additional 1/48th of the shares shall vest monthly thereafter, based on the Reporting Person's continuous service.
( 4 )The options vest over a four-year period as follows: 25% of the underlying shares vested on February 15, 2021, and an additional 1/48th of the shares shall vest monthly thereafter, based on the Reporting Person's continuous service.
( 5 )The options vest over a four-year period as follows: 25% of the underlying shares vested on February 15, 2022, and an additional 1/48th of the shares shall vest monthly thereafter, based on the Reporting Person's continuous service.

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).

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