Statement of Changes in Beneficial Ownership (Form 4)

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * Ciardiello Steven 2. Issuer Name and Ticker or Trading Symbol Shutterstock, Inc. [SSTK] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CHIEF ACCOUNTING OFFICER (Last) (First) (Middle) 350 FIFTH AVENUE, 20TH FLOOR 3. Date of Earliest Transaction (Month/Day/Year) 04/01/2025 (Street) NEW YORK, NY 10118 4. If Amendment, Date Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 04/02/2025 M 1,131 A $ 0 42,471 D Common Stock 04/02/2025 F 408 D $18.6 42,063 D Common Stock 04/02/2025 M 1,546 A $ 0 43,609 D Common Stock 04/02/2025 F 558 D $18.6 43,051 D Common Stock 04/02/2025 M 3,178 A $ 0 46,229 D Common Stock 04/02/2025 F 1,146 D $18.6 45,083 D Common Stock 04/02/2025 M 503 A $ 0 45,586 D Common Stock 04/02/2025 F 182 D $18.6 45,404 D Common Stock 04/02/2025 M 687 A $ 0 46,091 D Common Stock 04/02/2025 F 248 D $18.6 45,843 D Common Stock 04/02/2025 M 870 A $ 0 46,713 D Common Stock 04/02/2025 F 314 D $18.6 46,399 D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Underlying Securities (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)	04/01/2025		A		7,119		(2)	(2)	Common Stock	7,119	$ 0	7,119	D
Restricted Stock Unit	(1)	04/01/2025		A		23,730		(2)	(2)	Common Stock	23,730	$ 0	23,730	D
Performance-based Restricted Stock Unit	(3)	04/02/2025		M			1,131	04/01/2025	(4)	Common Stock	1,131	$ 0	0	D
Performance-based Restricted Stock Unit	(3)	04/02/2025		M			1,546	04/01/2025	(5)	Common Stock	1,546	$ 0	2,062	D
Performance-based Restricted Stock Unit	(3)	04/02/2025		M			3,178	04/01/2025	(6)	Common Stock	3,178	$ 0	5,226	D
Restricted Stock Unit	(1)	04/02/2025		M			503	04/01/2025	(7)	Common Stock	503	$ 0	0	D
Restricted Stock Unit	(1)	04/02/2025		M			687	04/01/2025	(8)	Common Stock	687	$ 0	687	D
Restricted Stock Unit	(1)	04/02/2025		M			870	04/01/2025	(9)	Common Stock	870	$ 0	1,742	D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Ciardiello Steven 350 FIFTH AVENUE 20TH FLOOR NEW YORK, NY 10118			CHIEF ACCOUNTING OFFICER

Signatures

/s/ John Lapham, Attorney-in-Fact		04/03/2025
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
(2)	RSU award granted on April 1, 2025 that vests in three equal annual installments beginning April 1, 2026, subject to the Reporting Person's continued employment on such vesting date.
(3)	Each Performance-based RSU ("PSU") represents a contingent right to receive one share of the Issuer's common stock.
(4)	PSU award granted on April 1, 2022 that vests in three equal annual installments beginning April 1, 2023, contingent upon, and subject to adjustment based on, the achievement of certain adjusted EBITDA margin and revenue growth performance thresholds for each annual performance period. Subject to Compensation Committee confirmation of achievement of performance and subject to adjustment pursuant to the award agreement.
(5)	PSU award granted on April 3, 2023 that vests in three equal annual installments beginning April 1, 2024, contingent upon, and subject to adjustment based on, the achievement of certain adjusted EBITDA margin and revenue growth performance thresholds for each annual performance period. Subject to Compensation Committee confirmation of achievement of performance and subject to adjustment pursuant to the award agreement.
(6)	PSU award granted on April 1, 2024 that vests in three equal annual installments beginning April 1, 2025, contingent upon, and subject to adjustment based on, the achievement of certain adjusted EBITDA margin and revenue growth performance thresholds for each annual performance period. Subject to Compensation Committee confirmation of achievement of performance and subject to adjustment pursuant to the award agreement.
(7)	RSU award granted on April 1, 2022 that vests in three equal annual installments beginning April 1, 2023, subject to the Reporting Person's continued employment on such vesting date.
(8)	RSU award granted on April 3, 2023 that vests in three equal annual installments beginning April 1, 2024, subject to the Reporting Person's continued employment on such vesting date.
(9)	RSU award granted on April 1, 2024 that vests in three equal annual installments beginning April 1, 2025, subject to the Reporting Person's continued employment on such vesting date.

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