SEC Form 4 · accession 0001127602-15-034342
Zendesk, Inc. · ZEN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Adrian McDermott
Officer — SVP of Product Development
Period of report
Dec 15, 2015
Accepted (ET)
Dec 16, 2015 · 8:15 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001463172
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 15, 2015 | M | 2,604 | — | A | 87,231 | D | |
| Common StockF2 | Dec 15, 2015 | F | 979 | $26.13 | D | 86,252 | D | |
| Common Stock | Dec 16, 2015 | M | 21,440 | $0.11 | A | 107,692 | D | |
| Common StockF4 | Dec 16, 2015 | S | 21,440 | $25.9701 | D | 86,252 | 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,F5 | — | Dec 15, 2015 | M | 2,604 | D | — | Feb 4, 2022 | Common Stock | 2,604 | 98,959 | D |
| Stock Option (Right to Buy)F6 | $0.11 | Dec 16, 2015 | M | 21,440 | D | — | Sep 9, 2020 | Common Stock | 21,440 | 0 | D |
Explanation of responses
- F1Restricted stock units convert into common stock on a one-for-one basis.
- F2Represents the number of shares withheld by the Issuer in satisfaction of tax withholding obligations in connection with the vesting of the restricted stock units listed in Table II. Such withholding is mandated by an election of the Issuer made in advance and does not represent a discretionary trade by the reporting person.
- F3This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
- F4This sale price represents the weighted average sale price of the shares sold ranging from $25.71 to $26.14 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F51/48th of the shares issuable pursuant to the restricted stock units shall vest monthly after the vesting commencement date of February 15, 2015, subject to the Reporting Person's continuous service to the Issuer on each such date. Unvested shares are subject to acceleration upon the occurrence of certain events.
- F61/4th of the shares subject to the option vested on July 26, 2011 and 1/48th of the shares vested monthly thereafter through July 26, 2014.