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Filing Details

Accession Number:: 0001012975-15-000472
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-06-03 16:45:57
Reporting Period:: 2015-06-01

Filing Date:: 2015-06-03
Accepted Time:: 2015-06-03 16:45:57
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 Ventures One Broadway, 15Th Floor Cambridge MA 02142		No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2015-06-01	3,000,000	$0.00	8,539,104	No	4	J	Indirect	See footnote
Common Stock	Disposition	2015-06-02	84,204	$22.06	8,454,900	No	4	S	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	J	Indirect	See footnote
No	4	S	Indirect	See footnote

Footnotes

Represents a pro rata distribution from Charles River Partnership XIII, LP ("CRP XIII LP") to its partners for no consideration. Of the 3,000,000 shares distributed, 786,095 shares were distributed to Charles River XIII GP, LP, ("CR XIII GP LP"), which is the general partner of CRP XIII LP, and these shares were then further distributed on a pro rata basis for no consideration to the partners of CR XIII GP LP, including 111,296 shares distributed to the Reporting Person. Of the 786,095 shares distributed by CR XIII GP LP, 53 shares were received by Charles River XIII GP, LLC ("CR XIII GP LLC") which is the general partner of CR XIII GP LP. CR XIII GP LLC then distributed these 53 shares on a pro rata basis for no consideration to its members. As a member of CR XIII GP LLC, the Reporting Person received 0 shares as a result of such distribution in accordance with his respective interest in CR XIII GP LLC.
The number of shares owned after the distribution includes 8,027,557 shares held by CRP XIII LP, 309,521 shares held by Charles River Friends XIII-A, LP ("CRF XIII-A"), and 202,026 shares held by the Reporting Person.
The pro rata distribution from CRP XIII LP to its partners, and from one partner to another partner as general partner or member of the distributing partner, reflects a change in form of beneficial ownership only of the ultimate partner, and does not reflect a change in such ultimate partner's pecuniary interest in the securities reported herein.
CR XIII GP LP is the general partner of CRP XIII LP. CR XIII GP LLC is the general partner of both CRF XIII-A and CR XIII GP, LP. Each reporting person may be deemed to beneficially own the reported securities, but each disclaims beneficial ownership of such reported securities except to the extent of its pecuniary interest therein. The filing of this statement by any reporting person shall not be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this statement.
Sale by CRF XIII-A LP.
The number of shares owned after the sale includes 8,027,557 shares held by CRP XIII LP, 225,317 shares held by CRF XIII-A, and 202,026 shares held by the Reporting Person.
Except as set forth in footnotes 2 and 6, these shares are held directly by CRP XIII LP and CRF XIII-A. Devdutt Yellurkar is a managing member of CR XIII GP LLC, the ultimate general partner of CRP XIII LP and the general partner of CRF XIII-A 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.00 to $22.19, 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 separate price within the ranges set forth in this footnote.