SEC Form 4 · accession 0001209191-15-085905
ZYNGA INC · ZNGA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Devang Shah
Officer — General Counsel, Sec. and VP
Period of report
Dec 15, 2015
Accepted (ET)
Dec 17, 2015 · 6:03 pm EST
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 | Dec 15, 2015 | M | 7,500 | — | A | 182,983 | D | |
| Class A Common StockF2,F3 | Dec 16, 2015 | S | 2,857 | $2.5773 | D | 180,126 | 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 UnitF1,F4 | — | Dec 15, 2015 | M | 1,250 | D | — | — | Class A Common Stock | 1,250 | 1,250 | D |
| Restricted Stock UnitF1,F5 | — | Dec 15, 2015 | M | 6,250 | D | — | — | Class A Common Stock | 6,250 | 50,000 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive 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 $2.5747 to $2.59 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: 25% of the total shares underlying the restricted stock unit vest on March 15, 2013. 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.
- F5Vests as follows: 25% of the total shares underlying the restricted stock unit vest on December 15, 2014. 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.