ADOBE INC. — Director's Dealing 2021

Jan 26, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ADOBE INC. (ADBE)
CIK: 0000796343
Period of Report: 2021-01-24

Reporting Person: NARAYEN SHANTANU (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-01-24	Common Stock	M	122690	—	Acquired	491935	Indirect
2021-01-24	Common Stock	F	60829	$472.44	Disposed	431106	Indirect
2021-01-24	Common Stock	M	20448	—	Acquired	451554	Indirect
2021-01-24	Common Stock	F	10146	$472.44	Disposed	441408	Indirect
2021-01-24	Common Stock	M	2578	—	Acquired	443986	Indirect
2021-01-24	Common Stock	F	1278	$472.44	Disposed	442708	Indirect
2021-01-24	Common Stock	M	7027	—	Acquired	449735	Indirect
2021-01-24	Common Stock	F	3483	$472.44	Disposed	446252	Indirect
2021-01-25	Common Stock	S	908	$464.7903	Disposed	445344	Indirect
2021-01-25	Common Stock	S	734	$465.7252	Disposed	444610	Indirect
2021-01-25	Common Stock	S	941	$467.071	Disposed	443669	Indirect
2021-01-25	Common Stock	S	2874	$467.9564	Disposed	440795	Indirect
2021-01-25	Common Stock	S	5755	$469.1701	Disposed	435040	Indirect
2021-01-25	Common Stock	S	10444	$470.1397	Disposed	424596	Indirect
2021-01-25	Common Stock	S	12803	$471.1951	Disposed	411793	Indirect
2021-01-25	Common Stock	S	13017	$472.1954	Disposed	398776	Indirect
2021-01-25	Common Stock	S	22380	$473.1322	Disposed	376396	Indirect
2021-01-25	Common Stock	S	7097	$474.1107	Disposed	369299	Indirect
2021-01-25	Common Stock	S	847	$475.1651	Disposed	368452	Indirect
2021-01-25	Common Stock	S	1122	$476.5673	Disposed	367330	Indirect
2021-01-25	Common Stock	S	1985	$477.1531	Disposed	365345	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-01-24	Performance Shares	$0.0	M	122690	Disposed		Common Stock (122690.0)	Direct
2021-01-24	Restricted Stock Unit	$0.0	M	20448	Disposed		Common Stock (20448.0)	Direct
2021-01-24	Restricted Stock Unit	$0.0	M	2578	Disposed		Common Stock (2578.0)	Direct
2021-01-24	Restricted Stock Unit	$0.0	M	7027	Disposed		Common Stock (7027.0)	Direct
2021-01-25	Performance Shares	$0.0	A	97578	Acquired		Common Stock (97578.0)	Direct
2021-01-25	Restricted Stock Units	$0.0	A	20910	Acquired		Common Stock (20910.0)	Direct

Footnotes

F1: Shares held by The Narayen Family Trust, dtd 11/30/00 of which reporting person is a trustee.

F2: Shares surrendered to pay tax liability due at vesting.

F3: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person October 8, 2020.

F4: This transaction was executed in multiple trades at prices ranging from $464.23 to $465.19. 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.

F5: This transaction was executed in multiple trades at prices ranging from $465.37 to $465.97. 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.

F6: This transaction was executed in multiple trades at prices ranging from $466.48 to $467.355. 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.

F7: This transaction was executed in multiple trades at prices ranging from $467.53 to $468.50. 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.

F8: This transaction was executed in multiple trades at prices ranging from $468.64 to $469.62. 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.

F9: This transaction was executed in multiple trades at prices ranging from $469.645 to $470.63. 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.

F10: This transaction was executed in multiple trades at prices ranging from $470.64 to $471.62. 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.

F11: This transaction was executed in multiple trades at prices ranging from $471.665 to $472.66. 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.

F12: This transaction was executed in multiple trades at prices ranging from $472.67 to $473.665. 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.

F13: This transaction was executed in multiple trades at prices ranging from $473.745 to $474.65. 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.

F14: This transaction was executed in multiple trades at prices ranging from $474.76 to $475.48. 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.

F15: This transaction was executed in multiple trades at prices ranging from $475.77 to $476.69. 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.

F16: This transaction was executed in multiple trades at prices ranging from $476.84 to $477.60. 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.

F17: The Performance Shares vested in full upon the certification of performance goal achievement at 200% following the three-year anniversary of the January 24, 2018 vesting commencement date.

F18: Vests at a rate of 1/3 annually on the first, second and third anniversaries of the January 24, 2018 vesting commencement date.

F19: Vests 25% on the first anniversary of the January 24, 2019 vesting commencement date and then 6.25% quarterly thereafter.

F20: Vests 25% on the first anniversary of the January 24, 2020 vesting commencement date and then 6.25% quarterly thereafter.

F21: Represents 200% of the target payout (the maximum number of Performance Shares that will be earned, if at all) following the three-year performance period.

F22: The Performance Shares will vest in full upon the certification of performance goal achievement following the three-year anniversary of the January 24, 2021 vesting commencement date if the performance goal is achieved.

F23: Vests 25% on the first anniversary of the January 24, 2021 vesting commencement date and then 6.25% quarterly thereafter.