Filing Details
- Accession Number:
- 0001423774-24-000013
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2024-01-03 19:11:43
- Reporting Period:
- 2023-12-31
- Accepted Time:
- 2024-01-03 19:11:43
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1423774 | Zuora Inc | ZUO | Services-Prepackaged Software (7372) | 205530976 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1735409 | Tien Tzuo | C/O Zuora, Inc. 101 Redwood Shores Parkway Redwood City CA 94065 | Chairman And Ceo | Yes | Yes | Yes | 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 | 2023-12-31 | 12,500 | $0.00 | 18,852 | No | 4 | M | Direct | |
| Class A Common Stock | Acquisiton | 2023-12-31 | 58,333 | $0.00 | 77,185 | No | 4 | M | Direct | |
| Class A Common Stock | Acquisiton | 2024-01-02 | 13,843 | $0.00 | 91,028 | No | 4 | M | Direct | |
| Class A Common Stock | Disposition | 2024-01-02 | 84,676 | $8.84 | 6,352 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | M | 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 | Restricted Stock Units (RSU)(Class A) | Disposition | 2023-12-31 | 12,500 | $0.00 | 12,500 | $0.00 |
| Class A Common Stock | Restricted Stock Units (RSU)(Class A) | Disposition | 2023-12-31 | 58,333 | $0.00 | 58,333 | $0.00 |
| Class B Common Stock | Stock Option (Right to buy Class B Common Stock) | Disposition | 2024-01-02 | 13,843 | $0.00 | 13,843 | $3.04 |
| Class A Common Stock | Class B Common Stock | Acquisiton | 2024-01-02 | 13,843 | $0.00 | 13,843 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2024-01-02 | 13,843 | $0.00 | 13,843 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 62,500 | No | 4 | M | Direct | ||
| 525,001 | No | 4 | M | Direct | ||
| 1,707,442 | 2024-11-18 | No | 4 | M | Direct | |
| 13,843 | No | 4 | M | Direct | ||
| 0 | No | 4 | C | Direct |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Class A Common Stock | Class B Common Stock | $0.00 | 7,119,403 | 7,119,403 | Indirect | ||
| Class A Common Stock | Class B Common Stock | $0.00 | 640,542 | 640,542 | Indirect |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 7,119,403 | 7,119,403 | Indirect | |
| 640,542 | 640,542 | Indirect |
Footnotes
- This transaction was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on June 22, 2023.
- Represents the weighted average sale price. The lowest price at which shares were sold was $8.70 and the highest price at which shares were sold was $9.19. The Reporting Person undertakes to provide upon request to the staff of the U.S. Securities and Exchange Commission, Zuora or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth in this footnote.
- Each restricted stock unit ("RSU") represents a contingent right to receive one share of Zuora's Class A Common Stock upon vesting for no consideration.
- The RSUs vest over four years, with 1/8 of the shares underlying the initial award vesting on September 30, 2021, and the remaining shares vesting as to 1/16 of the shares underlying the initial award quarterly thereafter, so long as the Reporting Person continues to provide services to Zuora through each vesting date.
- RSUs do not expire; these securities either vest and settle or are canceled prior to the vesting date.
- The RSUs vest over three years, with 1/6 of the shares underlying the initial award vesting on September 30, 2023, and the remaining shares vesting as to 1/12 of the shares underlying the initial award quarterlythereafter, so long as the Reporting Person continues to provide services to Zuora through each vesting date.
- This option is fully vested and exercisable.
- Each share of Zuora's Class B Common Stock will convert into one share of Zuora's Class A Common Stock (a) at the option of the holder or (b) automatically upon (i) any transfer, except for certain permitted transfers, or (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 Zuora'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 Zuora's common stock, and has no expiration date.
- The Reporting Person is a trustee of the 70 Thirty Trust.
- The Reporting Person is a trustee of The Next Left Trust.
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