Tien Tzuo - Dec 6, 2023 Form 4 Insider Report for ZUORA INC (ZUO)

Role
Chairman and CEO, Director, 10%+ Owner
Signature
/s/ Sylvia Lexington as attorney-in-fact for Tien Tzuo
Stock symbol
ZUO
Transactions as of
Dec 6, 2023
Transactions value $
-$883,450
Form type
4
Date filed
12/7/2023, 04:16 PM
Previous filing
Oct 3, 2023
Next filing
Jan 3, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ZUO Class A Common Stock Options Exercise $0 +100K +1574.31% $0.00 106K Dec 6, 2023 Direct F1
transaction ZUO Class A Common Stock Sale -$883K -100K -94.03% $8.83 6.35K Dec 6, 2023 Direct F2, 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 ZUO Performance Stock Units (PSU)(Class A) Options Exercise $0 -100K -100% $0.00* 0 Dec 6, 2023 Class A Common Stock 100K Direct F1, F4, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

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).

Explanation of Responses:

Id Content
F1 Vesting of performance stock units ("PSUs") earned by the Reporting Person on September 7, 2023, as determined by the Compensation Committee of Zuora's Board of Directors.
F2 This transaction was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on June 22, 2023.
F3 Represents the weighted average sale price. The lowest price at which shares were sold was $8.68 and the highest price at which shares were sold was $9.08. 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.
F4 Each PSU represents a contingent right to receive one share of Zuora's Class A Common Stock upon vesting for no consideration.
F5 The PSUs vested on December 6, 2023.
F6 PSUs do not expire; these securities either vest and settle or are canceled prior to the vesting date.