Todd McElhatton - 31 Mar 2023 Form 4 Insider Report for ZUORA INC

Role: Chief Financial Officer
Signature: /s/ Andrew M. Cohen as attorney-in-fact for Todd McElhatton
Issuer symbol: N/A
Transactions as of: 31 Mar 2023
Net transactions value: -$167,306
Form type: 4
Filing time: 04 Apr 2023, 20:15:11 UTC
Previous filing: 11 Jan 2023
Next filing: 12 Apr 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ZUO	Class A Common Stock	Options Exercise	$0	+9,375	+8.4%	$0.000000	121,597	31 Mar 2023	Direct
transaction	ZUO	Class A Common Stock	Options Exercise	$0	+18,750	+15%	$0.000000	140,347	31 Mar 2023	Direct
transaction	ZUO	Class A Common Stock	Options Exercise	$0	+20,833	+15%	$0.000000	161,180	31 Mar 2023	Direct
transaction	ZUO	Class A Common Stock	Sale	$167,306	-17,905	-11%	$9.34	143,275	03 Apr 2023	Direct	F1, F2

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)	Options Exercise	$0	-9,375	-17%	$0.000000	46,875	31 Mar 2023	Class A Common Stock	9,375		Direct	F3, F4, F5
transaction	ZUO	Restricted Stock Units (RSU)(Class A)	Options Exercise	$0	-18,750	-11%	$0.000000	150,000	31 Mar 2023	Class A Common Stock	18,750		Direct	F3, F5, F6
transaction	ZUO	Restricted Stock Units (RSU)(Class A)	Options Exercise	$0	-20,833	-11%	$0.000000	166,667	31 Mar 2023	Class A Common Stock	20,833		Direct	F3, F5, F7

* 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, two and three of Table I.
F2	Represents the weighted average sale price. The lowest price at which shares were sold was $9.3435 and the highest price at which shares were sold was $9.3750. The Reporting Person undertakes to provide upon request to the staff of the U.S. Securities and Exchange Commission, Zuora or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth in this footnote.
F3	Each RSU represents a contingent right to receive one share of Zuora's Class A Common Stock upon vesting for no consideration.
F4	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 Zuora through each vesting date.
F5	RSUs do not expire; these securities either vest and settle or are canceled prior to the vesting date.
F6	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 Zuora through each vesting date.
F7	The RSUs vest over three years, with 1/12 of the shares underlying the initial award vesting on June 30, 2022, and the remaining shares vesting as to 1/12 of the shares underlying the initial award quarterly thereafter, so long as the Reporting Person continues to provide services to Zuora through each vesting date.