Phuong Y. Phillips - 23 May 2022 Form 4 Insider Report for ZYNGA INC

Reporting relationship: Chief Legal Officer
Issuer ticker: N/A
Reported as of: 23 May 2022
Net transaction value: $0
SEC form: 4
Accepted by SEC: 24 May 2022, 17:12:57 UTC
Prior SEC filing: 19 Apr 2022
Source filing: View source filing
Reporting owner signature: /s/ Matt Tolland, as attorney-in-fact for Phuong Y. Phillips

Key filing fact

Phuong Y. Phillips filed Form 4 for ZYNGA INC on 24 May 2022.

Key facts

This page summarizes Phuong Y. Phillips's Form 4 filing for ZYNGA INC.
12 reported transactions and 11 derivative rows are listed below.
Accepted by SEC: 24 May 2022, 17:12.

Change

Previous filing in this sequence was filed on 19 Apr 2022.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

ZNGA transaction

Class A Common Stock

Disposed to Issuer

Transaction value
Shares: -418,490
Change %: -100%
Price
Shares after: 0
Date: 23 May 2022
Ownership: Direct
Footnotes: F1

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

ZNGA transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $0
Shares: -250,000
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 23 May 2022
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 250,000
Exercise price: $3.83
Footnotes: F2

ZNGA transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $0
Shares: -233,659
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 23 May 2022
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 233,659
Exercise price: $3.48
Footnotes: F2

ZNGA transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $0
Shares: -363,070
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 23 May 2022
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 363,070
Exercise price: $5.37
Footnotes: F2

ZNGA transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $0
Shares: -212,765
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 23 May 2022
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 212,765
Exercise price: $6.55
Footnotes: F2

ZNGA transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $0
Shares: -43,575
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 23 May 2022
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 43,575
Exercise price
Footnotes: F3, F4

ZNGA transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $0
Shares: -74,183
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 23 May 2022
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 74,183
Exercise price
Footnotes: F3, F4

ZNGA transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $0
Shares: -111,402
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 23 May 2022
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 111,402
Exercise price
Footnotes: F3, F4

ZNGA transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $0
Shares: -149,501
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 23 May 2022
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 149,501
Exercise price
Footnotes: F3, F4

ZNGA transaction Derivative

Performance Stock Unit

Disposed to Issuer

Transaction value: $0
Shares: -44,508
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 23 May 2022
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 44,508
Exercise price
Footnotes: F3, F5

ZNGA transaction Derivative

Performance Stock Unit

Disposed to Issuer

Transaction value: $0
Shares: -111,624
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 23 May 2022
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 111,624
Exercise price
Footnotes: F3, F5

ZNGA transaction Derivative

Performance Stock Unit

Disposed to Issuer

Transaction value: $0
Shares: -149,501
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 23 May 2022
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 149,501
Exercise price
Footnotes: F3, F5

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Phuong Y. Phillips is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 5 footnotes

Footnote F1

Pursuant to the Agreement and Plan of Merger, dated as of January 9, 2022 (the "Merger Agreement"), by and among Take-Two Interactive Software, Inc. ("Take-Two"), Zebra MS I, Inc., Zebra MS II, Inc., and the Issuer, each share of the Issuer's class A common stock was cancelled and converted into the right to receive (i) 0.0406 shares of Take-Two common stock and (ii) $3.50 in cash, together with cash in lieu of any fractional shares of Take-Two common stock.

Footnote F2

Pursuant to the Merger Agreement, at the effective time, each outstanding option was assumed and converted into an option to purchase the number of shares of Take-Two common stock (rounded down to the nearest whole share) determined by multiplying (i) the number of shares of class A common stock subject to the Issuer option immediately prior to the Effective Time by (ii) 0.0702, with an exercise price determined by dividing (i) the exercise price of the Issuer option immediately prior to the Effective Time by (ii) 0.0702. The converted option will otherwise be subject to the same terms and conditions as were applicable to the Issuer option prior to the effective time.

Footnote F3

Each restricted stock unit represents a contingent right to receive 1 share of the Issuer's Class A Common Stock upon vest.

Footnote F4

Pursuant to the Merger Agreement, at the effective time, each of the Issuer's restricted stock units was assumed and converted into a restricted stock unit with respect to a number of shares of Take-Two common stock (rounded down to the nearest whole share) determined by multiplying (i) the number of shares of class A common stock subject to the Issuer restricted stock unit immediately prior to the Effective Time by (ii) 0.0702. The converted restricted stock unit will otherwise be subject to the same terms and conditions as were applicable to the Issuer restricted stock units prior to the effective time.

Footnote F5

Pursuant to the Merger Agreement, at the effective time, each of the Issuer's performance stock units was assumed and converted into a performance stock unit with respect to a number of shares of Take-Two common stock (rounded down to the nearest whole share) determined by multiplying (i) the number of shares of class A common stock subject to the Issuer performance stock unit immediately prior to the Effective Time by (ii) 0.0702. The converted performance stock unit will otherwise be subject to the same terms and conditions as were applicable to the Issuer performance stock units prior to the effective time.