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Filing Details

Accession Number:: 0001209191-14-035874
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-05-21 16:29:16
Reporting Period:: 2014-05-20

Filing Date:: 2014-05-21
Accepted Time:: 2014-05-21 16:29:16
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1463172	Zendesk Inc.	ZEN	Services-Computer Processing & Data Preparation (7374)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1605309	Devdutt Yellurkar	C/O Charles River Partnership One Broadway, 15Th Floor Cambridge MA 02142		Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Series A Common Stock	Acquisiton	2014-05-20	384,423	$0.00	384,423	No	4	C	Indirect	Charles River Friends XIII-A, LP
Series A Common Stock	Disposition	2014-05-20	384,423	$0.00	0	No	4	J	Indirect	Charles River Friends XIII-A, LP
Common Stock	Acquisiton	2014-05-20	384,423	$0.00	384,423	No	4	J	Indirect	Charles River Friends XIII-A, LP
Common Stock	Acquisiton	2014-05-20	4,505	$9.00	388,928	No	4	P	Indirect	Charles River Friends XIII-A, LP
Series A Common Stock	Acquisiton	2014-05-20	13,696,141	$0.00	13,696,141	No	4	C	Indirect	By Charles River Partnership XIII, LP
Series A Common Stock	Disposition	2014-05-20	13,696,141	$0.00	0	No	4	J	Indirect	By Charles River Partnership XIII, LP
Common Stock	Acquisiton	2014-05-20	13,696,141	$0.00	13,696,141	No	4	J	Indirect	By Charles River Partnership XIII, LP
Common Stock	Acquisiton	2014-05-20	160,495	$9.00	13,856,636	No	4	P	Indirect	By Charles River Partnership XIII, LP

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	Charles River Friends XIII-A, LP
No	4	J	Indirect	Charles River Friends XIII-A, LP
No	4	J	Indirect	Charles River Friends XIII-A, LP
No	4	P	Indirect	Charles River Friends XIII-A, LP
No	4	C	Indirect	By Charles River Partnership XIII, LP
No	4	J	Indirect	By Charles River Partnership XIII, LP
No	4	J	Indirect	By Charles River Partnership XIII, LP
No	4	P	Indirect	By Charles River Partnership XIII, LP

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Series A Common Stock	Series B Common Stock	Disposition	2014-05-20	3,844	$0.00	3,844	$0.00
Series A Common Stock	Series B Common Stock	Disposition	2014-05-20	136,975	$0.00	136,975	$0.00
Series A Common Stock	Series A Preferred Stock	Disposition	2014-05-20	244,496	$0.00	244,496	$0.00
Series A Common Stock	Series A Preferred Stock	Disposition	2014-05-20	8,710,822	$0.00	8,710,822	$0.00
Series A Common Stock	Series B Preferred Stock	Disposition	2014-05-20	104,542	$0.00	104,542	$0.00
Series A Common Stock	Series B Preferred Stock	Disposition	2014-05-20	3,724,628	$0.00	3,724,628	$0.00
Series A Common Stock	Series C Preferred Stock	Disposition	2014-05-20	27,406	$0.00	27,406	$0.00
Series A Common Stock	Series C Preferred Stock	Disposition	2014-05-20	976,404	$0.00	976,404	$0.00
Series A Common Stock	Series D Preferred Stock	Disposition	2014-05-20	4,135	$0.00	4,135	$0.00
Series A Common Stock	Series D Preferred Stock	Disposition	2014-05-20	147,312	$0.00	147,312	$0.00

Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect

Footnotes

Each share of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock automatically converted into Series A Common Stock on a 1-for-1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date or conversion price.
Each share of Series B Common Stock automatically converted into Series A Common Stock on a 1-for-1 basis immediately prior to the closing of the Issuer's initial public offering of Common Stock and has no expiration date or conversion price.
These shares are held directly by Charles River Friends XIII-A, LP. Devdutt Yellurkar is a managing member of Charles River XIII GP, LLC, the ultimate general partner of Charles River Friends XIII-A, LP and may be deemed to hold voting and dispositive power over the shares. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.
Each share of Series A Common Stock was reclassified in an exempt transaction pursuant to Rule 16b-7 into one share of Common Stock immediately prior to the closing of the Issuer's initial public offering and following the conversion of each series of the Issuer's Convertible Preferred Stock and the Issuer's Series B Common Stock into Series A Common Stock.
These shares are held directly by Charles River Partnership XIII, LP. Devdutt Yellurkar is a managing member of Charles River XIII GP, LLC, the ultimate general partner of Charles River Partnership XIII, LP and may be deemed to hold voting and dispositive power over the shares. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.