SEC Form 3 · accession 0000899243-18-009984
ZUORA INC · ZUO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Tien Tzuo
Officer — See Remarks · Director · 10% Owner
Period of report
Apr 11, 2018
Accepted (ET)
Apr 11, 2018 · 5:14 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001423774
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| No securities beneficially held | holding | — | — | — | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1,F2 | $0.00 | holding | — | — | — | — | — | Class A Common Stock | 5,416,225 | — | I |
| Class B Common StockF1,F3 | $0.00 | holding | — | — | — | — | — | Class A Common Stock | 368,526 | — | I |
| Class B Common StockF1,F4 | $0.00 | holding | — | — | — | — | — | Class A Common Stock | 368,526 | — | I |
| Series A Preferred StockF2,F5,F1 | $0.00 | holding | — | — | — | — | — | Class B Common Stock | 1,531,977 | — | I |
| Series B Preferred StockF2,F5,F1 | $0.00 | holding | — | — | — | — | — | Class B Common Stock | 42,097 | — | I |
| Stock Option (Right to buy Class B Common Stock)F6,F1 | $3.04 | holding | — | — | — | — | Nov 17, 2024 | Class B Common Stock | 1,916,285 | — | D |
| Stock Option (Right to buy Class B Common Stock)F7,F1 | $7.94 | holding | — | — | — | — | Mar 7, 2028 | Class B Common Stock | 375,000 | — | D |
Explanation of responses
- F1Each share of the issuer's Class B Common Stock will convert into 1 share of the issuer's Class A Common Stock (a) at the option of the holder and (b) automatically upon (i) any transfer which occurs after the closing of the issuer's initial public offering ("IPO"), except for certain permitted transfers, and (ii) the date that is the earliest of (x) the date specified by a vote of the holders of not less than 66 2/3% of the outstanding shares of Class B Common Stock, (y) ten years from the effective date of the IPO and (z) the date that the total number of shares of outstanding Class B Common Stock ceases to represent at least 5% of all outstanding shares of the issuer's common stock, and has no expiration date.
- F2The reporting person is the trustee of the 70 Thirty Trust.
- F3The reporting person is the trustee of the Tien Tzuo 2010 Annuity Trust.
- F4The reporting person's spouse is the trustee of the Renyan Tzuo 2010 Annuity Trust.
- F5Each share of the issuer's Series A Preferred Stock and Series B Preferred Stock will automatically convert into 1 share of the issuer's Class B Common Stock immediately upon the closing of the issuer's IPO and has no expiration date
- F6The option vests as to 1/60th of the shares monthly following the November 18, 2014 vesting commencement date, with 100% of the total shares vested on November 18, 2019, subject to the reporting person's provision of service to the issuer on each vesting date. The option contains an early-exercise provision and is exercisable as to unvested shares, subject to the issuer's right of repurchase.
- F7The option vests as to 1/48th of the shares monthly following the March 8, 2018 vesting commencement date, with 100% of the total shares vested on March 8, 2022, subject to the reporting person's provision of service to the issuer on each vesting date. The option contains an early-exercise provision and is exercisable as to unvested shares, subject to the issuer's right of repurchase.
Remarks
Chairman of the Board of Directors and Chief Executive Officer Exhibit List - Exhibit 24 - Power of Attorney