| 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) | Award | $0 | +300K | $0.00 | 300K | Apr 22, 2024 | Class A Common Stock | 300K | Direct | F1, F2, F3 | ||
| transaction | ZUO | Performance Stock Units (PSU)(Class A) | Award | $0 | +300K | $0.00 | 300K | Apr 22, 2024 | Class A Common Stock | 300K | Direct | F4, F5, F6 | ||
| transaction | ZUO | Stock Option (Right to buy Class B Common Stock) | Options Exercise | $0 | -116K | -10.65% | $0.00 | 969K | Apr 23, 2024 | Class B Common Stock | 116K | $3.04 | Direct | F7, F8 |
| transaction | ZUO | Class B Common Stock | Options Exercise | $0 | +116K | $0.00 | 116K | Apr 23, 2024 | Class A Common Stock | 116K | Direct | F9 | ||
| transaction | ZUO | Class B Common Stock | Gift | $0 | -116K | -100% | $0.00* | 0 | Apr 23, 2024 | Class A Common Stock | 116K | Direct | F9 | |
| transaction | ZUO | Class B Common Stock | Gift | $0 | +116K | +1.59% | $0.00 | 7.37M | Apr 23, 2024 | Class A Common Stock | 116K | By 70 Thirty Trust | F9, F10 | |
| holding | ZUO | Class B Common Stock | 641K | Apr 22, 2024 | Class A Common Stock | 641K | By The Next Left Trust | F9, F11 |
| Id | Content |
|---|---|
| F1 | 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. |
| F2 | The RSUs vest over three years, with 1/6 of the shares underlying the initial award vesting on September 30, 2024, 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. |
| F3 | RSUs do not expire; these securities either vest and settle or are canceled prior to the vesting date. |
| F4 | 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. |
| F5 | PSUs that meet certain specified performance metrics within the period starting on the first anniversary of the grant date through the fourth anniversary of the grant date (the "Performance Period") generally vest in four equal annual installments on the first four anniversaries of the date of grant with the first vesting date no sooner than 90 days following the certification of the applicable performance metric, so long as the Reporting Person continues to provide services to Zuora through each vesting date. The PSUs are separated into two equal tranches. The applicable performance metrics for each tranche of PSUs will be satisfied if, during the Performance Period, one share of Zuora's Class A Common Stock achieves a specified per share price for such tranche calculated based on the average closing price of a share of Zuora's Class A Common Stock for the 30 trading days prior to and including the measurement date. |
| F6 | PSUs do not expire; these securities either vest and settle or are canceled prior to the vesting date. |
| F7 | As previously disclosed on the Form 4 for the Reporting Person filed on April 19, 2024, the Reporting Person used net proceeds from the prior sale of Zuora Class A Common Stock to exercise 115,500 shares of Class B Common Stock under a stock option that expires on November 18, 2024. Upon exercise of this option, the 115,500 shares will retain their status as Class B Common Stock. No shares were sold as part of this transaction. |
| F8 | This option is fully vested and exercisable. |
| F9 | 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. |
| F10 | The Reporting Person is a trustee of the 70 Thirty Trust. |
| F11 | The Reporting Person is a trustee of The Next Left Trust. |