Adrian McDermott - 22 Nov 2022 Form 4 Insider Report for Zendesk, Inc.

Reporting relationship: Chief Technology Officer
Issuer ticker: N/A
Reported as of: 22 Nov 2022
Net transaction value: -$24,880,442
SEC form: 4
Accepted by SEC: 25 Nov 2022, 19:46:29 UTC
Prior SEC filing: 08 Nov 2022
Next SEC filing: 05 Aug 2025
Source filing: View source filing
Reporting owner signature: /s/ Albert Yeh via Power-of-Attorney for Adrian McDermott

Key filing fact

Adrian McDermott filed Form 4 for Zendesk, Inc. on 25 Nov 2022.

Key facts

This page summarizes Adrian McDermott's Form 4 filing for Zendesk, Inc..
19 reported transactions and 18 derivative rows are listed below.
Accepted by SEC: 25 Nov 2022, 19:46.

Change

Previous filing in this sequence was filed on 08 Nov 2022.
Current net transaction value: -$24,880,442.

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.

ZEN transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -96,822
Change %: -100%
Price
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Footnotes: F1

Reported derivative securities

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

ZEN transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $0
Shares: -28,334
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 28,334
Exercise price: $155.97
Footnotes: F2

ZEN transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $0
Shares: -7,391
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 7,391
Exercise price: $144.09
Footnotes: F2

ZEN transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $0
Shares: -19,610
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 19,610
Exercise price: $116.67
Footnotes: F2

ZEN transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $0
Shares: -39,146
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 39,146
Exercise price: $89.20
Footnotes: F2

ZEN transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $204,732
Shares: -48,400
Change %: -100%
Price: $4.23^*
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 48,400
Exercise price: $73.27
Footnotes: F3

ZEN transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $1,716,000
Shares: -44,000
Change %: -100%
Price: $39.00
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 44,000
Exercise price: $38.50
Footnotes: F3

ZEN transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $1,694,784
Shares: -33,600
Change %: -100%
Price: $50.44
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 33,600
Exercise price: $27.06
Footnotes: F3

ZEN transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $6,591,250
Shares: -125,000
Change %: -100%
Price: $52.73
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 125,000
Exercise price: $24.77
Footnotes: F3

ZEN transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $1,756,950
Shares: -32,500
Change %: -100%
Price: $54.06
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 32,500
Exercise price: $23.44
Footnotes: F3

ZEN transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $8,560,993
Shares: -125,934
Change %: -100%
Price: $67.98
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 125,934
Exercise price: $9.52
Footnotes: F3

ZEN transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $1,234,885
Shares: -15,934
Change %: -100%
Price: $77.50
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 15,934
Exercise price
Footnotes: F4

ZEN transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $999,982
Shares: -12,903
Change %: -100%
Price: $77.50
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 12,903
Exercise price
Footnotes: F4

ZEN transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $617,675
Shares: -7,970
Change %: -100%
Price: $77.50
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 7,970
Exercise price
Footnotes: F4

ZEN transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $474,068
Shares: -6,117
Change %: -100%
Price: $77.50
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 6,117
Exercise price
Footnotes: F4

ZEN transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $191,038
Shares: -2,465
Change %: -100%
Price: $77.50
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 2,465
Exercise price
Footnotes: F4

ZEN transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $78,198
Shares: -1,009
Change %: -100%
Price: $77.50
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 1,009
Exercise price
Footnotes: F4

ZEN transaction Derivative

Performance Restricted Stock Unit

Award

Transaction value: $0
Shares: +9,805
Change %
Price: $0.000000
Shares after: 9,805
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 9,805
Exercise price
Footnotes: F5

ZEN transaction Derivative

Performance Restricted Stock Unit

Disposed to Issuer

Transaction value: $759,888
Shares: -9,805
Change %: -100%
Price: $77.50
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 9,805
Exercise price
Footnotes: F5

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Adrian McDermott 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

The shares of Company common stock were disposed of pursuant to the Agreement and Plan of Merger, dated as of June 24, 2022 (the "Merger Agreement"), by and among the Company, Zoro BidCo, Inc., a Delaware corporation, and Zoro Merger Sub, Inc., a Delaware corporation, whereby at the effective time of the merger contemplated therein (the "Effective Time"), each share of Company common stock issued and outstanding immediately prior to the Effective Time, subject to certain exceptions as provided in the Merger Agreement, was converted into the right to receive $77.50 in cash, without interest (the "Merger Consideration"), subject to any required tax withholding as provided in the Merger Agreement.

Footnote F2

At the Effective Time, each Company stock option that was out-of-the-money was cancelled for no consideration in accordance with the terms of the Merger Agreement.

Footnote F3

At the Effective Time, each Company stock option that was in-the-money was canceled and converted, in accordance with the terms of the Merger Agreement, into the right to receive an unvested cash award (if such Company stock option was unvested) or a cash payment (if such Company stock option was vested), in each case, equal to the product of (x) the excess of the Merger Consideration over the exercise price per share of Company Common Stock subject to such option multiplied by (y) the total number of shares of Company Common Stock subject to such option as of immediately prior to the Effective Time.

Footnote F4

At the Effective Time, each restricted stock unit award was canceled and converted, in accordance with the terms of the Merger Agreement, into the right to receive an unvested cash award equal to the product of (x) the number of shares of Company Common Stock subject to such award as of immediately prior to the Effective Time multiplied by (y) the Merger Consideration.

Footnote F5

At the Effective Time, each performance-based restricted stock unit award was canceled and converted, in accordance with the terms of the Merger Agreement, into the right to receive an unvested cash award equal to the product of (x) the number of shares of Company Common Stock subject to such award as of immediately prior to the Effective Time multiplied by (y) the Merger Consideration.