ADOBE INC. — Director's Dealing 2012

Dec 31, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ADOBE SYSTEMS INC (ADBE)
CIK: 0000796343
Period of Report: 2012-12-28

Reporting Person: Rencher Bradley (SVP, Digital Marketing BU)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-28	Common Stock	M	5563	$21.0200	Acquired	26806	Direct
2012-12-28	Common Stock	M	863	$18.3800	Acquired	27669	Direct
2012-12-28	Common Stock	M	2521	$22.1300	Acquired	30190	Direct
2012-12-28	Common Stock	S	18308	$37.2436	Disposed	11882	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-28	Stock Options (right to buy)	$21.02	M	5563	Disposed	2014-06-15	Common Stock (5563)	Direct
2012-12-28	Stock Options (right to buy)	$18.38	M	863	Disposed	2019-02-26	Common Stock (863)	Direct
2012-12-28	Stock Options (right to buy)	$22.13	M	2521	Disposed	2019-07-30	Common Stock (2521)	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $37.2205 to $37.2800. 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.

F2: Options are fully vested and exercisable.

F3: Vests at a rate of 25% of the original grant of 5,563 shares on February 27, 2010, and 2.08% per month for 36 months thereafter.

F4: Vests at a rate of 25% of the original grant of 18,545 shares on July 31, 2010, and 2.08% per month for 36 months thereafter.