SEC Form 4 · accession 0001209191-16-146416

ZYNGA INC · ZNGA

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — General Counsel, Sec. and SVP

Period of report

Oct 17, 2016

Accepted (ET)

Oct 19, 2016 · 9:07 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
Class A Common Stock^F1,F2	Oct 17, 2016	M	31,250	—	A	71,811	D
Class A Common Stock^F1	Oct 17, 2016	M	18,750	—	A	90,561	D
Class A Common Stock^F3	Oct 18, 2016	S	12,126	$2.78	D	78,435	D
Class A Common Stock^F3	Oct 18, 2016	S	7,276	$2.78	D	71,159	D
Class A Common Stock	Oct 18, 2016	S	8,032	$2.84	D	63,127	D
Class A Common Stock	Oct 18, 2016	S	13,387	$2.84	D	49,740	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Unit^F1,F5	—	Oct 17, 2016	M	31,250	D	—	Apr 7, 2025	Class A Common Stock	31,250	312,500	D
Restricted Stock Unit^F1,F6	—	Oct 17, 2016	M	18,750	D	—	Oct 15, 2021	Class A Common Stock	18,750	150,000	D

F1Each restricted stock unit represents a contingent right to receive 1 share of the Issuer's Class A Common Stock upon vest.
F2Due to an administrative error in information provided by the Reporting Person's broker, the Form 4 filed on September 19, 2016 incorrectly reported that the Reporting Person beneficially owned 41,261 shares rather than 40,561 shares. This Form 4 reflects the correct beneficial ownership.
F3Represents the number of shares required to be sold to cover the statutory tax withholding obligations in connection with the vesting of the restricted stock units listed in Table II. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of minimum statutory tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary sale by the reporting person.
F4The transaction was effected pursuant to a Rule 10b5-1 plan.
F5Vests as follows: 25% of the restricted stock units vested on April 15, 2015, and 1/16th of the restricted stock units vest quarterly thereafter, subject to continued service to the Issuer through each vesting date.
F6Vests as follows: 25% of the restricted stock units vested on October 15, 2015, and 1/16th of the restricted stock units vest quarterly thereafter, subject to continued service to the Issuer through each vesting date.