Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-16-138680
Date:2016-08-23
Issuer: FITBIT INC (FIT)
Original Submission Date:

Reporting Person:

MURRAY STEVEN JOSEPH
C/O SOFTBANK CAPITAL,
38 GLEN AVENUE NEWTON, MA 02459

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2016-08-23 S 300,342 d $15.06 5,839,651 indirect f2
CLASS A COMMON STOCK 2016-08-24 S 547,746 d $15.18 5,291,905 indirect f2
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
Footnotes
IDfootnote
f1 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $15.06 - $15.065, inclusive. the reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote (1) to this form 4.
f2 these shares are owned by softbank princeville investments, l.p. ("princeville"). the reporting person, a director of the issuer, is a managing member of sb pv gp llc, which is the general partner of sb pv gp, l.p., the general partner of princeville and, as such may be deemed to share voting and dispositive power over the shares held by princeville. the reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interests therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of section 16 or for any other purpose.
f3 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $15.06 - $15.305, inclusive. the reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote (3) to this form 4.
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