Frank D. Gibeau - Sep 15, 2021 Form 4 Insider Report for ZYNGA INC (ZNGA)

Role: Chief Executive Officer, Director
Signature: /s/ Matt Tolland, as attorney-in-fact for Frank D. Gibeau
Stock symbol: ZNGA
Transactions as of: Sep 15, 2021
Transactions value $: -$698,439
Form type: 4
Date filed: 9/17/2021, 06:23 PM
Previous filing: Jul 19, 2021
Next filing: Oct 19, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ZNGA	Class A Common Stock	Options Exercise		+54.5K	+45.24%		175K	Sep 15, 2021	Direct	F1
transaction	ZNGA	Class A Common Stock	Tax liability	-$217K	-27.5K	-15.73%	$7.90	147K	Sep 15, 2021	Direct	F2
transaction	ZNGA	Class A Common Stock	Options Exercise		+23.2K	+15.73%		171K	Sep 15, 2021	Direct	F1
transaction	ZNGA	Class A Common Stock	Tax liability	-$92.5K	-11.7K	-6.87%	$7.90	159K	Sep 15, 2021	Direct	F2
transaction	ZNGA	Class A Common Stock	Options Exercise		+13.9K	+8.76%		173K	Sep 15, 2021	Direct	F1
transaction	ZNGA	Class A Common Stock	Tax liability	-$55.5K	-7.03K	-4.07%	$7.90	166K	Sep 15, 2021	Direct	F2
transaction	ZNGA	Class A Common Stock	Options Exercise		+83.5K	+50.36%		249K	Sep 15, 2021	Direct	F1
transaction	ZNGA	Class A Common Stock	Tax liability	-$333K	-42.2K	-16.92%	$7.90	207K	Sep 15, 2021	Direct	F2
holding	ZNGA	Class A Common Stock						1.06M	Sep 15, 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	-54.5K	-14.29%	$0.00	327K	Sep 15, 2021	Class A Common Stock	54.5K		Direct	F1, F4
transaction	ZNGA	Restricted Stock Unit	Options Exercise	$0	-23.2K	-9.09%	$0.00	232K	Sep 15, 2021	Class A Common Stock	23.2K		Direct	F1, F5
transaction	ZNGA	Performance Stock Unit	Options Exercise	$0	-13.9K	-9.09%	$0.00	139K	Sep 15, 2021	Class A Common Stock	13.9K		Direct	F1, F6, F7
transaction	ZNGA	Restricted Stock Unit	Options Exercise	$0	-83.5K	-5.26%	$0.00	1.5M	Sep 15, 2021	Class A Common Stock	83.5K		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.