SEC Form 4 · accession 0000899243-18-010227
ZUORA INC · ZUO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jason Pressman
Director · 10% Owner
Period of report
Apr 16, 2018
Accepted (ET)
Apr 16, 2018 · 5:21 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001423774
Table I — non-derivative securities
No Table I lines on this filing.
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,F3 | — | Apr 16, 2018 | C | 7,684,162 | A | — | — | Class A Common Stock | 7,684,162 | 7,684,162 | I |
| Series B Preferred StockF3,F2,F1 | — | Apr 16, 2018 | C | 5,192,523 | D | — | — | Class B Common Stock | 5,192,523 | 0 | I |
| Series C Preferred StockF3,F2,F1 | — | Apr 16, 2018 | C | 1,224,915 | D | — | — | Classs B Common Stock | 1,224,915 | 0 | I |
| Series D Preferred StockF3,F2,F1 | — | Apr 16, 2018 | C | 706,396 | D | — | — | Class B Common Stock | 706,396 | 0 | I |
| Series E Preferred StockF3,F2,F1 | — | Apr 16, 2018 | C | 494,527 | D | — | — | Class B Common Stock | 494,527 | 0 | I |
| Series F Preferred StockF3,F2,F1 | — | Apr 16, 2018 | C | 65,801 | D | — | — | Class B Common Stock | 65,801 | 0 | I |
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.
- F2Each share of the issuer's Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, and Series F 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.
- F3Shasta Ventures II GP, LLC is the general partner of Shasta Ventures II, L.P. The reporting person is a managing director of Shasta Ventures II GP, LLC.