Tien Tzuo - Jan 25, 2024 Form 4 Insider Report for ZUORA INC (ZUO)

Role
Chairman and CEO, Director, 10%+ Owner
Signature
/s/ Erika Ward as attorney-in-fact for Tien Tzuo
Stock symbol
ZUO
Transactions as of
Jan 25, 2024
Transactions value $
$0
Form type
4
Date filed
1/26/2024, 05:23 PM
Previous filing
Jan 24, 2024
Next filing
Apr 2, 2024

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 -137K -9.3% $0.00 1.33M Jan 25, 2024 Class B Common Stock 137K $3.04 Direct F1, F2
transaction ZUO Class B Common Stock Options Exercise $0 +137K $0.00 137K Jan 25, 2024 Class A Common Stock 137K Direct F3
transaction ZUO Class B Common Stock Gift $0 -137K -100% $0.00* 0 Jan 25, 2024 Class A Common Stock 137K Direct F3
transaction ZUO Class B Common Stock Gift $0 +137K +1.92% $0.00 7.26M Jan 25, 2024 Class A Common Stock 137K By 70 Thirty Trust F3, F4
holding ZUO Class B Common Stock 641K Jan 25, 2024 Class A Common Stock 641K By The Next Left Trust F3, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 As previously disclosed on the Form 4 for the Reporting Person filed on January 24, 2024, the Reporting Person used net proceeds from the prior sale of Zuora Class A Common Stock to exercise 136,800 shares of Class B Common Stock under a stock option that expires on November 18, 2024. Upon exercise of this option, the 136,800 shares will retain their status as Class B Common Stock. No shares were sold as part of this transaction.
F2 This option is fully vested and exercisable.
F3 Each share of Zuora's Class B Common Stock will convert into one share of Zuora's Class A Common Stock (a) at the option of the holder or (b) automatically upon (i) any transfer, except for certain permitted transfers, or (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.
F4 The Reporting Person is a trustee of the 70 Thirty Trust.
F5 The Reporting Person is a trustee of The Next Left Trust.