Filing Details
- Accession Number:
- 0001423774-19-000059
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2019-06-20 20:50:13
- Reporting Period:
- 2019-05-01
- Accepted Time:
- 2019-06-20 20:50:13
- SEC Url:
- Form 4 Filing
Issuer
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1312322 | Jennifer Pileggi | C/O Zuora, Inc. 3050 South Delaware Street, Suite 301 San Mateo CA 94403 | Svp, Gc And Corp. Secretary | No | Yes | No | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Class A Common Stock | Acquisiton | 2019-05-01 | 12,000 | $0.00 | 13,785 | No | 4 | A | Direct | |
Class A Common Stock | Acquisiton | 2019-06-19 | 10,000 | $0.00 | 23,785 | No | 4 | C | Direct | |
Class A Common Stock | Disposition | 2019-06-19 | 10,000 | $16.01 | 13,785 | No | 4 | S | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | A | Direct | |
No | 4 | C | Direct | |
No | 4 | S | Direct |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Class A Common Stock | Stock Option (Right to buy Class A Common Stock) | Acquisiton | 2019-05-01 | 24,000 | $0.00 | 24,000 | $21.38 |
Class B Common Stock | Stock Option (Right to buy Class B Common Stock) | Disposition | 2019-06-19 | 10,000 | $3.34 | 10,000 | $3.34 |
Class A Common Stock | Class B Common Stock | Acquisiton | 2019-06-19 | 10,000 | $0.00 | 10,000 | $0.00 |
Class A Common Stock | Class B Common Stock | Disposition | 2019-06-19 | 10,000 | $0.00 | 10,000 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
24,000 | 2029-05-01 | No | 4 | A | Direct | |
70,000 | 2025-07-16 | No | 4 | M | Direct | |
10,000 | No | 4 | M | Direct | ||
0 | No | 4 | C | Direct |
Reported Non-Derivative Holdings
Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
---|---|---|---|
Class A Common Stock | 50,000 | Indirect | By The Bradley and Jennifer Pileggi Trust |
Footnotes
- Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration. The RSU vests over four years, with 1/16 of the underlying shares vesting on June 30, 2019, and the remaining shares vesting as to 1/16 of such shares quarterly thereafter, so long as the Reporting Person continues to provide services to the Issuer through each vesting date.
- Represents the number of shares that were acquired by the Reporting Person upon conversion of the shares of Class B Common Stock into Class A Common Stock in connection with the exercise of the stock option listed in Table II.
- This transaction was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person.
- Represents the weighted average sale price. The lowest price at which shares were sold was $16.00 and the highest price at which shares were sold was $16.06. The Reporting Person undertakes to provide upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth in this footnote.
- The securities are held of record by The Bradley and Jennifer Pileggi Trust, of which the reporting person is trustee.
- The option vests as to 1/48 of the shares on the last day of of each month beginning on April 30, 2019, with 100% of the total shares vested on April 30, 2023, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
- The option vests as to 1/4 of the shares on the anniversary of the June 8, 2015 vesting commencement date, and then 1/48 of the total shares vest monthly thereafter, with 100% of the total shares vested on June 8, 2019, subject to the Reporting Person's provision of service to the Issuer on each vesting date. The option contains an early-exercise provision and is exercisable as to unvested shares, subject to the Issuer's right of repurchase.
- Each share of the Issuer's Class B Common Stock will convert into 1 share of the issuer's Class A Common Stock (a) at the option of the holder and (b) automatically upon (i) any transfer, except for certain permitted transfers, and (ii) the date that is the earliest of (x) the date specified by a vote of the holders of not less than 66 2/3% of the outstanding shares of Class B Common Stock, (y) ten years from the effective date of the Issuer's initial public offering and (z) the date that the total number of shares of outstanding Class B Common Stock ceases to represent at least 5% of all outstanding shares of the Issuer's Class A Common Stock, and has no expiration date.