Todd McElhatton - Feb 25, 2021 Form 4 Insider Report for ZUORA INC (ZUO)

Role: Chief Financial Officer
Signature: /s/ Jennifer Pileggi as attorney-in-fact for Todd McElhatton
Stock symbol: ZUO
Transactions as of: Feb 25, 2021
Transactions value $: -$348,596
Form type: 4
Date filed: 7/2/2021, 07:36 PM
Next filing: Sep 1, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ZUO	Class A Common Stock	Options Exercise	$0	+37.5K		$0.00	37.5K	Jun 30, 2021	Direct
transaction	ZUO	Class A Common Stock	Options Exercise	$0	+18.8K	+50%	$0.00	56.3K	Jun 30, 2021	Direct
transaction	ZUO	Class A Common Stock	Sale	-$349K	-20.3K	-36.17%	$17.13	35.9K	Jul 1, 2021	Direct	F1

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	ZUO	Restricted Stock Units (RSU)(Class A)	Award	$0	+300K		$0.00	300K	Feb 25, 2021	Class A Common Stock	300K		Direct	F2, F3, F4
transaction	ZUO	Restricted Stock Units (RSU)(Class A)	Options Exercise	$0	-37.5K	-25%	$0.00	113K	Jun 30, 2021	Class A Common Stock	37.5K		Direct	F2, F4, F5
transaction	ZUO	Restricted Stock Units (RSU)(Class A)	Options Exercise	$0	-18.8K	-6.25%	$0.00	281K	Jun 30, 2021	Class A Common Stock	18.8K		Direct	F2, F3, F4

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

Explanation of Responses:

Id	Content
F1	Shares sold to satisfy the Reporting Person's tax liability in connection with the issuance of Class A Common Stock resulting from the vesting of restricted stock units ("RSUs") as reported in rows one and two of Table I.
F2	Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon vesting for no consideration.
F3	The RSUs vest over four years, with 1/16 of the shares underlying the initial award vesting on June 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 the Issuer through each vesting date.
F4	RSUs do not expire; these securities either vest and settle or are canceled prior to the vesting date.
F5	The RSUs vest over four years, with 1/4 of the shares underlying the initial award vesting on June 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 the Issuer through each vesting date.