Apple Inc. — Director's Dealing 2019

Oct 3, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Apple Inc. (AAPL)
CIK: 0000320193
Period of Report: 2019-10-01

Reporting Person: WILLIAMS JEFFREY E (COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-10-01	Common Stock	M	129308	—	Acquired	237517	Direct
2019-10-01	Common Stock	F	61754	$224.59	Disposed	175763	Direct
2019-10-02	Common Stock	S	24601	$218.62	Disposed	151162	Direct
2019-10-02	Common Stock	S	42953	$219.28	Disposed	108209	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-10-01	Restricted Stock Unit	$	M	129308	Disposed		Common Stock (129308.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	13986	Indirect

Footnotes

F1: Each restricted stock unit (RSU) represented the right to receive, at settlement, one share of common stock. This transaction represents the settlement of RSUs in shares of common stock on their scheduled vesting date.

F2: Shares withheld by Apple to satisfy the tax withholding requirements on vesting of RSUs.

F3: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 18, 2019.

F4: This transaction was executed in multiple trades at prices ranging from $217.98 to $218.97; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request to the SEC staff, Apple, or a security holder of Apple.

F5: This transaction was executed in multiple trades at prices ranging from $218.98 to $219.93; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request to the SEC staff, Apple, or a security holder of Apple.

F6: This award was granted on October 14, 2016, for a target number of 64,654 RSUs. The award vested on October 1, 2019, applying a percentage of the target number of RSUs that was determined based on Apple's total shareholder return (TSR) relative to the other companies in the S&P 500 from September 25, 2016 through September 28, 2019.

F7: TSR is calculated based on the change in a company's stock price during the three-year period, taking into account any dividends paid during that period, which are assumed to be reinvested in the stock. In accordance with the terms of the award, the beginning value used for calculating TSR is the average closing stock price for the 20 trading days prior to September 25, 2016. Apple's beginning value was calculated to be $109.44. Similarly, the ending value used for calculating TSR is the average closing price for the 20 trading days ending on September 28, 2019. Apple's ending value was calculated to be $227.94 (adjusted for dividends).

F8: This award provided that if Apple's relative TSR performance was ranked at or above the 85th percentile for companies in the S&P 500 for the performance period, 200% of the target number of RSUs vest. If Apple's performance was ranked at or above the 55th percentile, 100% of the target number of RSUs vest. If Apple's performance was ranked at or above the 25th percentile, 25% of the target number of RSUs vest, and if Apple's performance was ranked below the 25th percentile, 0% of the target number of RSUs vest. If Apple's performance was between these levels, the portion of the RSUs that vest would be determined on a straight-line basis (i.e., linearly interpolated) between the two nearest vesting percentages.

F9: Apple's TSR for the three-year period was 108.28%, which ranked 35th of the 464 companies that were included in the S&P 500 for the period and placed Apple in the 93rd percentile. Therefore, 129,308 RSUs subject to performance requirements vested.