Frank D. Gibeau - 15 Sep 2021 Form 4 Insider Report for ZYNGA INC

Role: Chief Executive Officer, Director
Signature: /s/ Matt Tolland, as attorney-in-fact for Frank D. Gibeau
Issuer symbol: N/A
Transactions as of: 15 Sep 2021
Net transactions value: -$698,439
Form type: 4
Filing time: 17 Sep 2021, 18:23:01 UTC
Previous filing: 19 Jul 2021
Next filing: 19 Oct 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		+54,469	+45%		174,867	15 Sep 2021	Direct	F1
transaction	ZNGA	Class A Common Stock	Tax liability	$217,368	-27,515	-16%	$7.90	147,352	15 Sep 2021	Direct	F2
transaction	ZNGA	Class A Common Stock	Options Exercise		+23,183	+16%		170,535	15 Sep 2021	Direct	F1
transaction	ZNGA	Class A Common Stock	Tax liability	$92,517	-11,711	-6.9%	$7.90	158,824	15 Sep 2021	Direct	F2
transaction	ZNGA	Class A Common Stock	Options Exercise		+13,910	+8.8%		172,734	15 Sep 2021	Direct	F1
transaction	ZNGA	Class A Common Stock	Tax liability	$55,513	-7,027	-4.1%	$7.90	165,707	15 Sep 2021	Direct	F2
transaction	ZNGA	Class A Common Stock	Options Exercise		+83,457	+50%		249,164	15 Sep 2021	Direct	F1
transaction	ZNGA	Class A Common Stock	Tax liability	$333,040	-42,157	-17%	$7.90	207,007	15 Sep 2021	Direct	F2
holding	ZNGA	Class A Common Stock						1,056,937	15 Sep 2021	By Trust	F3

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	-54,469	-14%	$0.000000	326,817	15 Sep 2021	Class A Common Stock	54,469		Direct	F1, F4
transaction	ZNGA	Restricted Stock Unit	Options Exercise	$0	-23,183	-9.1%	$0.000000	231,824	15 Sep 2021	Class A Common Stock	23,183		Direct	F1, F5
transaction	ZNGA	Performance Stock Unit	Options Exercise	$0	-13,910	-9.1%	$0.000000	139,094	15 Sep 2021	Class A Common Stock	13,910		Direct	F1, F6, F7
transaction	ZNGA	Restricted Stock Unit	Options Exercise	$0	-83,457	-5.3%	$0.000000	1,502,225	15 Sep 2021	Class A Common Stock	83,457		Direct	F1, 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	Shares held directly by Frank Donald Gibeau Trust U/A DTD 12/13/2019. Mr. Gibeau serves as trustee and holds voting and dispositive power with respect to these shares.
F4	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.
F5	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.
F6	Amounts represent the actual number of earned shares subject to the performance stock award, as determined by the Issuer's board of directors.
F7	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.
F8	5% of the shares subject to the award vested on June 15, 2021, and 5% of the shares subject to the award vest quarterly thereafter for a period of five years after the commencement date, generally subject to continued service to the Issuer through each vesting date.