Phuong Y. Phillips - 15 Jun 2021 Form 4 Insider Report for ZYNGA INC

Role: Chief Legal Officer
Signature: /s/ Matt Tolland, as attorney-in-fact for Phuong Y. Phillips
Issuer symbol: N/A
Transactions as of: 15 Jun 2021
Net transactions value: -$183,472
Form type: 4
Filing time: 17 Jun 2021, 19:43:13 UTC
Next filing: 08 Jul 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ZNGA	Class A Common Stock	Options Exercise		+10,894	+3.8%		299,219	15 Jun 2021	Direct	F1
transaction	ZNGA	Class A Common Stock	Tax liability	$56,190	-5,536	-1.9%	$10.15	293,683	15 Jun 2021	Direct	F2
transaction	ZNGA	Class A Common Stock	Options Exercise		+9,273	+3.2%		302,956	15 Jun 2021	Direct	F1
transaction	ZNGA	Class A Common Stock	Tax liability	$47,837	-4,713	-1.6%	$10.15	298,243	15 Jun 2021	Direct	F2
transaction	ZNGA	Class A Common Stock	Options Exercise		+5,564	+1.9%		303,807	15 Jun 2021	Direct	F1
transaction	ZNGA	Class A Common Stock	Tax liability	$28,704	-2,828	-0.93%	$10.15	300,979	15 Jun 2021	Direct	F2
transaction	ZNGA	Class A Common Stock	Sale	$50,741	-4,960	-1.6%	$10.23	296,019	17 Jun 2021	Direct	F3, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ZNGA	Restricted Stock Unit	Options Exercise	$0	-10,894	-13%	$0.000000	76,257	15 Jun 2021	Class A Common Stock	10,894		Direct	F1, F5
transaction	ZNGA	Restricted Stock Unit	Options Exercise	$0	-9,273	-8.3%	$0.000000	102,002	15 Jun 2021	Class A Common Stock	9,273		Direct	F1, F6
transaction	ZNGA	Performance Stock Unit	Options Exercise	$0	-5,564	-8.3%	$0.000000	61,201	15 Jun 2021	Class A Common Stock	5,564		Direct	F1, F7, F8

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit represents a contingent right to receive 1 share of the Issuer's Class A Common Stock upon vest.
F2	Represents shares sold to satisfy tax withholding obligations in connection with the vesting of the restricted stock units described in Table II.
F3	The transaction was effected pursuant to a Rule 10b5-1 plan adopted on 08/10/2020.
F4	The reported price is a weighted average price (rounded to the nearest cent). These shares were sold in multiple transactions at prices ranging from $10.2236 to $10.2312, 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 range set forth in this footnote.
F5	25% of the shares subject to the award vested on March 15, 2020, and 6.25% of the shares subject to the award vest quarterly thereafter, generally subject to continued service to the Issuer through each vesting date.
F6	25% of the shares subject to the award vested on March 15, 2021, and 6.25% of the shares subject to the award vest quarterly thereafter for a period of four years after the commencement date, generally subject to continued service to the Issuer through each vesting date.
F7	Amounts represent the actual number of earned shares subject to the performance stock unit award, as determined by the Issuer's board of directors.
F8	Each PSU represents a contingent right to receive a share of the Issuer's Class A common stock based upon the achievement of a specified financial metric (the Issuer's annual operating cash flow). Once the number of earned shares (if any) subject to the PSUs have been determined, 25% of the earned shares will vest on March 15, 2021, and 6.25% of the earned shares will vest quarterly thereafter, generally subject to the reporting person's continued service to the Issuer through each vesting date.