Magdalena Yesil - Jul 9, 2021 Form 4 Insider Report for ZUORA INC (ZUO)

Role: Director
Signature: /s/ Jennifer Pileggi as attorney-in-fact for Magdalena Yesil
Stock symbol: ZUO
Transactions as of: Jul 9, 2021
Transactions value $: $0
Form type: 4
Date filed: 7/13/2021, 04:48 PM
Previous filing: Jul 8, 2021
Next filing: Sep 1, 2021

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	Stock Option (Right to buy Class B Common Stock)	Options Exercise	$0	-102K	-100%	$0.00^*	0	Jul 9, 2021	Class B Common Stock	102K	$5.16	Direct	F1
transaction	ZUO	Class B Common Stock	Options Exercise	$0	+102K		$0.00	102K	Jul 9, 2021	Class A Common Stock	102K		Direct	F2

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

Explanation of Responses:

Id	Content
F1	This option is fully vested.
F2	Each share of the Issuer's Class B Common Stock will convert into one share of the Issuer's Class A Common Stock (a) at the option of the holder and (b) automatically upon (i) any transfer, except for certain permitted transfers, and (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 the Issuer'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 the Issuer's common stock, and has no expiration date.

Content

This option is fully vested.

Each share of the Issuer's Class B Common Stock will convert into one share of the Issuer's Class A Common Stock (a) at the option of the holder and (b) automatically upon (i) any transfer, except for certain permitted transfers, and (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 the Issuer'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 the Issuer's common stock, and has no expiration date.