Apple
APPLE INC (Form: 4, Received: 09/23/2014 18:33:30)
FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

SCHILLER PHILIP W
2. Issuer Name and Ticker or Trading Symbol

APPLE INC [ AAPL ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Senior Vice President
(Last)          (First)          (Middle)

1 INFINITE LOOP
3. Date of Earliest Transaction (MM/DD/YYYY)

8/21/2014
(Street)

CUPERTINO, CA 95014
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   (1) 8/21/2014     G   V 1798   D $0   0   D    
Common Stock   (1) 8/21/2014     G   V 1798   A $0   2701   (2) I   By Trust   (3)
Common Stock   9/21/2014     M    700000   A   (4) 700000   D    
Common Stock   (5) 9/21/2014     F    351154   D $100.96   348846   D    
Common Stock   (6) 9/22/2014     S    241340   D $101.04   (7) 107506   D    
Common Stock   (6) 9/22/2014     S    107506   D $101.12   (8) 0   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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 Units     (4) 9/21/2014     M         700000      (9)   (9) Common Stock   700000     (4) 0   D    

Explanation of Responses:
( 1)  These entries reflect the transfer of securities by the reporting person to a family trust.
( 2)  The number of securities reported reflects a 7-for-1 stock split effective June 6, 2014.
( 3)  Shares held by a family trust of which the reporting person is a trustee. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest in the trust.
( 4)  Each restricted stock unit represents the right to receive, at settlement, one share of common stock. This transaction represents the settlement of restricted stock units in shares of common stock on their scheduled vesting date.
( 5)  Shares withheld by Registrant to satisfy minimum statutory tax withholding requirements on vesting of restricted stock units.
( 6)  These transactions were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 2, 2014.
( 7)  This transaction was executed in multiple trades at prices ranging from $100.90 to $101.08; 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, the Registrant, or a security holder of the Registrant.
( 8)  This transaction was executed in multiple trades at prices ranging from $101.10 to $101.15; 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, the Registrant, or a security holder of the Registrant.
( 9)  This restricted stock unit award was granted on September 21, 2010, and vested in full on September 21, 2014.

Remarks:
Exhibit List

Exhibit 24 - Power of Attorney

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
SCHILLER PHILIP W
1 INFINITE LOOP
CUPERTINO, CA 95014


Senior Vice President

Signatures
/s/ Gene Levoff, Attorney-in-fact for Philip W. Schiller 9/23/2014
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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Exhibit 24


POWER OF ATTORNEY

        Know all by these presents that the undersigned hereby constitutes and appoints D.
Bruce Sewell and Gene D. Levoff, and each of them, signing singly, the undersigned's true and
lawful attorney-in-fact to:

        (1) execute for and on behalf of the undersigned, in the undersigned's capacity as a
director or officer of Apple Inc. ("Apple"), any Forms 3, 4 and 5 or any amendments thereto, in
accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), and the rules thereunder;

        (2) do and perform any and all acts for and on behalf of the undersigned which may be
necessary or desirable to complete the execution of any such Forms 3, 4, or 5 and any
amendments thereto, and the timely filing of such form with the United States Securities and
Exchange Commission and any stock exchange or other authority; and

        (3) take any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned, pursuant to this Power of Attorney shall be in
such form and shall contain such terms and conditions as such attorney-in-fact may approve in
his or her discretion.

        The undersigned hereby grants to each such attorney-in-fact full power and authority to
do and perform all and every act and thing whatsoever requisite, necessary, or proper to be
done in the exercise of any of the rights and powers herein granted, as fully to all intents and
purposes as such attorney-in-fact might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or his
or her substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of
Attorney and the rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are
not assuming, nor is Apple assuming, any of the undersigned's responsibilities to comply with
Section 16 of the Exchange Act.

        Any actions taken by any of the foregoing attorneys-in-fact on or prior to the date
hereof that are within the authority conferred hereby are hereby ratified and confirmed.

        This Power of Attorney shall remain in full force and effect until the undersigned is no
longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and
transactions in securities issued by Apple, unless earlier revoked by the undersigned in a signed
writing delivered to the foregoing attorneys-in-fact.

        The undersigned understands and acknowledges that the Securities and Exchange
Commission requires any electronic requests for a Form ID and/or Passphrase be authenticated.
The undersigned hereby confirms the authenticity of any such electronic request submitted for
a Form ID and/or Passphrase, or any update thereto, by any of the foregoing attorneys-in-fact
on or after the date hereof.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 19th day of May 2014.

/s/ Philip Schiller                        
Philip Schiller
Senior Vice President, Worldwide Marketing