SEC Form 4 · accession 0001209191-16-156007
ZYNGA INC · ZNGA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Devang Shah
Officer — General Counsel, Sec. and SVP
Period of report
Dec 15, 2016
Accepted (ET)
Dec 19, 2016 · 6:43 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, 2016 | M | 6,250 | — | A | 58,755 | D | |
| Class A Common StockF2 | Dec 16, 2016 | S | 2,390 | $2.81 | D | 56,365 | D | |
| Class A Common Stock | Dec 19, 2016 | S | 2,702 | $2.70 | D | 53,663 | 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, 2016 | M | 6,250 | D | — | Dec 13, 2020 | Class A Common Stock | 6,250 | 25,000 | 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 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.
- F3The transaction was effected pursuant to a Rule 10b5-1 plan.
- F4The restricted stock units vest as follows: 25% of the restricted stock units vest on December 15, 2014, with the balance of the restricted stock units vesting as to 1/16th of the total restricted stock units granted each three months thereafter, subject to continued service to the Issuer through each vesting date.