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Booking Holdings Inc. — Director's Dealing 2012
Mar 6, 2012
29801_dirs_2012-03-06_e708c458-ee23-4a91-944c-1bd56725de04.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: PRICELINE COM INC (PCLN)
CIK: 0001075531
Period of Report: 2012-03-04
Reporting Person: BOYD JEFFERY H (Director, President and CEO)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2012-03-04 | 2012 Performance Share Unit Grant | A | 6967 | — | Acquired | 6967 | Direct |
| 2012-03-04 | Common Stock | A | 27828 | — | Acquired | 225088 | Direct |
| 2012-03-04 | Common Stock | F | 12008 | $645.86 | Disposed | 213080 | Direct |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| 2011 Performance Share Units | 9682 | Direct |
| 2010 Performance Share Units | 12404 | Direct |
| Common Stock | 166 | Indirect |
Footnotes
F1: On March 4, 2012, Mr. Boyd was granted 6,967 priceline.com Incorporated (the "Company") performance share units. The exact number of shares to be issued to Mr. Boyd, which could be as many as two times the initial grant or, alternatively, no shares, will depend upon, among other things, the Company's financial performance. The shares, if any, will be issued on or about March 4, 2015 or earlier, in the event of, among other things, a "change in control", (as defined in the performance share unit agreement) of the Company and/or termination of employment in certain circumstances.
F2: On March 4, 2012, restricted stock units, which were originally issued on March 4,2009, vested pursuant to their terms and upon the satisfaction of the applicable performance criteria resulting in the issuance of 27,828 shares of priceline.com common stock.
F3: On March 4, 2012, 12,008 shares of priceline.com's common stock were withheld to satisfy certain tax withholding obligations related to the vesting of restricted stock units of Mr. Boyd.
F4: Represents "target" number of performance share units outstanding. The actual number of shares issued, if any, could increase or decrease depending on certain performance factors.
F5: Shares held by an immediate family member, of which Mr. Boyd disclaims beneficial ownership.