Michael John Curtis - Jun 15, 2022 Form 4 Insider Report for Zendesk, Inc. (ZEN)

Role: Interim Chief Engineering Off., Director
Signature: /s/ Albert Yeh via Power-of-Attorney for Michael John Curtis
Stock symbol: ZEN
Transactions as of: Jun 15, 2022
Transactions value $: -$57,010
Form type: 4
Date filed: 6/17/2022, 06:00 PM
Previous filing: May 20, 2022
Next filing: Jul 19, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ZEN	Common Stock	Options Exercise		+1.86K	+14.61%		14.6K	Jun 15, 2022	Direct	F1
transaction	ZEN	Common Stock	Tax liability	-$53.2K	-934	-6.41%	$57.01	13.6K	Jun 15, 2022	Direct	F2
transaction	ZEN	Common Stock	Disposed to Issuer	-$3.76K	-66	-0.48%	$57.01	13.6K	Jun 15, 2022	Direct	F3, F4

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	-1.86K	-12.5%	$0.00	13K	Jun 15, 2022	Common Stock	1.86K		Direct	F1, F5

* 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	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.
F3	This amendment to the Amount of Securities Beneficially Owned is solely to correct the original Form 4 filed on February 17, 2022 (the "Original Form 4"). The Original Form 4 reported the issuance to the reporting person of 112 shares of common stock in respect of fully vested restricted stock units granted in lieu of retainer fees for services on the Issuer's Board of Directors and any committees thereof, of which 46 shares were reported as subsequently withheld by the Issuer to satisfy tax withholding obligations in respect of the vesting of the 112 shares of common stock. This grant of restricted stock units and issuance to the reporting person of these 112 shares of common stock was due to an administrative error, and should not have occurred. The Issuer has advised the reporting person that the February 17, 2022 transactions listed on the Original Form 4 were executed by the Issuer in error. (Continued in next footnote due to character limit)
F4	(Continued from previous footnote) These transactions have been unwound by (a) the reporting person's broker by withholding from the 1,859 shares of common stock that were issued in connection with the vesting of the restricted stock units listed in Table II the 66 shares of common stock previously issued to the reporting person as reported on the Original Form 4, and returning those shares to the Issuer and (b) the reporting person's broker returning to the Issuer the 46 shares of common stock previously issued, and subsequently withheld in satisfaction of tax withholding obligations in connection with the vesting of the restricted stock units that were erroneously granted to the reporting person, all as reported on the Original Form 4. Therefore, we are reporting the corrected number of the shares identified as the Amount of Securities Beneficially Owned by the reporting person.
F5	1/12th of the shares issuable pursuant to the restricted stock units shall vest each month after the vesting commencement date of January 15, 2022, 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.