John Geschke - 22 Nov 2022 Form 4 Insider Report for Zendesk, Inc.

Reporting relationship: Chief of Staff
Issuer ticker: N/A
Reported as of: 22 Nov 2022
Net transaction value: -$6,366,237
SEC form: 4
Accepted by SEC: 25 Nov 2022, 19:49:27 UTC
Prior SEC filing: 08 Nov 2022
Source filing: View source filing
Reporting owner signature: /s/ Albert Yeh via Power-of-Attorney for John Geschke

Key filing fact

John Geschke filed Form 4 for Zendesk, Inc. on 25 Nov 2022.

Key facts

This page summarizes John Geschke's Form 4 filing for Zendesk, Inc..
13 reported transactions and 12 derivative rows are listed below.
Accepted by SEC: 25 Nov 2022, 19:49.

Change

Previous filing in this sequence was filed on 08 Nov 2022.
Current net transaction value: -$6,366,237.

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: -47,204
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: -21,250
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 21,250
Exercise price: $155.97
Footnotes: F2

ZEN transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $0
Shares: -22,061
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 22,061
Exercise price: $116.67
Footnotes: F2

ZEN transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $0
Shares: -32,622
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 32,622
Exercise price: $89.20
Footnotes: F2

ZEN transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $124,362
Shares: -29,400
Change %: -100%
Price: $4.23^*
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 29,400
Exercise price: $73.27
Footnotes: F3

ZEN transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value: $1,092,000
Shares: -28,000
Change %: -100%
Price: $39.00
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 28,000
Exercise price: $38.50
Footnotes: F3

ZEN transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $1,999,965
Shares: -25,806
Change %: -100%
Price: $77.50
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 25,806
Exercise price
Footnotes: F4

ZEN transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $1,389,188
Shares: -17,925
Change %: -100%
Price: $77.50
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 17,925
Exercise price
Footnotes: F4

ZEN transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $463,218
Shares: -5,977
Change %: -100%
Price: $77.50
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 5,977
Exercise price
Footnotes: F4

ZEN transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $395,095
Shares: -5,098
Change %: -100%
Price: $77.50
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 5,098
Exercise price
Footnotes: F4

ZEN transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $47,508
Shares: -613
Change %: -100%
Price: $77.50
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 613
Exercise price
Footnotes: F4

ZEN transaction Derivative

Performance Restricted Stock Unit

Award

Transaction value: $0
Shares: +11,031
Change %
Price: $0.000000
Shares after: 11,031
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 11,031
Exercise price
Footnotes: F5

ZEN transaction Derivative

Performance Restricted Stock Unit

Disposed to Issuer

Transaction value: $854,902
Shares: -11,031
Change %: -100%
Price: $77.50
Shares after: 0
Date: 22 Nov 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 11,031
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

John Geschke 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.