| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ZUO | Class A Common Stock | Options Exercise | $0 | +12.5K | +196.79% | $0.00 | 18.9K | Sep 29, 2023 | Direct | |
| transaction | ZUO | Class A Common Stock | Options Exercise | $0 | +117K | +618.85% | $0.00 | 136K | Sep 29, 2023 | Direct | |
| transaction | ZUO | Class A Common Stock | Sale | -$1.06M | -129K | -95.31% | $8.23 | 6.35K | Sep 29, 2023 | Direct | F1, F2 |
| 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 | -12.5K | -14.29% | $0.00 | 75K | Sep 29, 2023 | Class A Common Stock | 12.5K | Direct | F3, F4, F5 | |
| transaction | ZUO | Restricted Stock Units (RSU)(Class A) | Options Exercise | $0 | -117K | -16.67% | $0.00 | 583K | Sep 29, 2023 | Class A Common Stock | 117K | Direct | F3, F5, F6 | |
| transaction | ZUO | Performance Stock Units (PSU)(Class A) | Award | $0 | +100K | $0.00 | 100K | Sep 7, 2023 | Class A Common Stock | 100K | Direct | F10, F11, F12 | ||
| holding | ZUO | Class B Common Stock | 7.12M | Sep 7, 2023 | Class A Common Stock | 7.12M | By 70 Thirty Trust | F7, F8 | ||||||
| holding | ZUO | Class B Common Stock | 641K | Sep 7, 2023 | Class A Common Stock | 641K | By The Next Left Trust | F7, F9 |
Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.
Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
| Id | Content |
|---|---|
| F1 | This transaction was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on June 22, 2023. |
| F2 | Represents the weighted average sale price. The lowest price at which shares were sold was $8.15 and the highest price at which shares were sold was $8.35. 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 restricted stock unit ("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 1/8 of the shares underlying the initial award vesting on September 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 three years, with 1/6 of the shares underlying the initial award vesting on September 30, 2023, 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. |
| F7 | Each share of Zuora's Class B Common Stock is convertible into one share of Zuora'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 Zuora'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 Zuora's common stock, and has no expiration date. |
| F8 | The Reporting Person is a trustee of the 70 Thirty Trust. |
| F9 | The Reporting Person is a trustee of The Next Left Trust. |
| F10 | Each performance stock unit ("PSU") represents a contingent right to receive one share of Zuora's Class A Common Stock upon vesting for no consideration. |
| F11 | The PSUs shall vest on December 6, 2023, so long as the Reporting Person continues to provide services to Zuora through such vesting date. |
| F12 | PSUs do not expire; these securities either vest and settle or are canceled prior to the vesting date. |