InaMarie Johnson - May 15, 2021 Form 4 Insider Report for Zendesk, Inc. (ZEN)

Role: Chief People & Diversity Off.
Signature: /s/ Steven Chen via Power-of-Attorney for InaMarie Johnson
Stock symbol: ZEN
Transactions as of: May 15, 2021
Transactions value $: -$120,996
Form type: 4
Date filed: 5/18/2021, 09:22 PM
Previous filing: May 12, 2021
Next filing: Jun 17, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ZEN	Common Stock	Options Exercise		+1.15K	+5.06%		23.8K	May 15, 2021	Direct	F1, F2
transaction	ZEN	Common Stock	Tax liability	-$76.8K	-569	-2.39%	$135.04	23.2K	May 15, 2021	Direct	F3
transaction	ZEN	Common Stock	Options Exercise		+271	+1.17%		23.5K	May 15, 2021	Direct	F1
transaction	ZEN	Common Stock	Tax liability	-$18.2K	-135	-0.57%	$135.04^*	23.3K	May 15, 2021	Direct	F3
transaction	ZEN	Common Stock	Options Exercise		+238	+1.02%		23.6K	May 15, 2021	Direct	F1
transaction	ZEN	Common Stock	Tax liability	-$16.1K	-119	-0.5%	$135.04	23.5K	May 15, 2021	Direct	F3
transaction	ZEN	Common Stock	Options Exercise		+147	+0.63%		23.6K	May 15, 2021	Direct	F1
transaction	ZEN	Common Stock	Tax liability	-$9.86K	-73	-0.31%	$135.04	23.5K	May 15, 2021	Direct	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	ZEN	Restricted Stock Unit	Options Exercise	$0	-1.15K	-7.14%	$0.00	14.9K	May 15, 2021	Common Stock	1.15K		Direct	F1, F4
transaction	ZEN	Restricted Stock Unit	Options Exercise	$0	-271	-4.76%	$0.00	5.42K	May 15, 2021	Common Stock	271		Direct	F1, F5
transaction	ZEN	Restricted Stock Unit	Options Exercise	$0	-238	-2.94%	$0.00	7.85K	May 15, 2021	Common Stock	238		Direct	F1, F6
transaction	ZEN	Restricted Stock Unit	Options Exercise	$0	-147	-2.17%	$0.00	6.64K	May 15, 2021	Common Stock	147		Direct	F1, F7

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Restricted stock units convert into common stock on a one-for-one basis.
F2	Includes 242 shares acquired by the Reporting Person on May 14, 2021 pursuant to the Issuer's Employee Stock Purchase Plan in a transaction exempt under Rule 16b-3(c).
F3	Represents the number of shares withheld by the Issuer in satisfaction of tax withholding obligations in connection with the vesting of the restricted stock units listed in Table II. Such withholding is mandated by an election of the Issuer made in advance and does not represent a discretionary trade by the Reporting Person.
F4	1/4th of the shares issuable pursuant to the restricted stock units shall vest one year after the vesting commencement date of June 15, 2018 and an additional 1/48th of the shares issuable pursuant to the restricted stock units shall vest each month thereafter, subject to the Reporting Person's continuous service to the Issuer on each such date. Unvested shares are subject to acceleration upon the occurrence of certain events.
F5	Restricted stock units vests ratably monthly over 48 months from vesting commencement date of January 15, 2019 subject to cliff vesting for all months prior to the one year anniversary of June 11, 2018.
F6	1/48th of the shares issuable pursuant to the restricted stock units shall vest each month after the vesting commencement date of February 15, 2020, subject to the Reporting Person's continuous service to the Issuer on each such date. Unvested shares are subject to acceleration upon the occurrence of certain events.
F7	1/48th of the shares issuable pursuant to the restricted stock units shall vest each month after the vesting commencement date of February 15, 2021, subject to the Reporting Person's continuous service to the Issuer on each such date. Unvested shares are subject to acceleration upon the occurrence of certain events.