SEC Form 4 · accession 0001209191-15-076155
ZYNGA INC · ZNGA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David J. Lee
Officer — Chief Financial Officer
Period of report
Oct 15, 2015
Accepted (ET)
Oct 19, 2015 · 6:15 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001439404
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Oct 15, 2015 | M | 131,250 | — | A | 188,037 | D | |
| Class A Common StockF2,F3 | Oct 16, 2015 | S | 51,595 | $2.4312 | D | 136,442 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Unit (RSU)F1,F4 | — | Oct 15, 2015 | M | 31,250 | D | — | Apr 8, 2022 | Class A Common Stock | 31,250 | 437,500 | D |
| Restricted Stock Unit (RSU)F1,F5 | — | Oct 15, 2015 | M | 100,000 | D | — | Oct 15, 2021 | Class A Common Stock | 100,000 | 300,000 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one (1) share of the issuer's Class A common stock upon vest.
- F2Represents the number of shares sold to cover tax withholding in connection with the vested restricted stock units (the "RSUs") listed in Table II.
- F3The reported price in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.43 to $2.435 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (3).
- F4Vests as follows: the shares will commence vesting on April 15, 2015 and will vest in equal quarterly installments over a four year period beginning on July 15, 2015, subject to continued service to the Issuer through each vesting date.
- F5The RSU vests as follows: 25% of the total shares underlying the RSU vest on October 15, 2015. The remaining shares vest in equal quarterly installments of 1/16th of the grant amount thereafter, subject to continued service to the Issuer through each vesting date.