SEC Form 4 · accession 0001127602-16-049514
Zendesk, Inc. · ZEN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John Geschke
Officer — GC, SVP Admin and Secretary
Period of report
Apr 15, 2016
Accepted (ET)
Apr 19, 2016 · 6:40 pm EDT
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 | Apr 15, 2016 | M | 235 | — | A | 3,891 | D | |
| Common StockF2 | Apr 15, 2016 | F | 89 | $21.26 | D | 3,802 | D | |
| Common Stock | Apr 18, 2016 | M | 5,000 | $2.30 | A | 8,802 | D | |
| Common StockF4 | Apr 18, 2016 | S | 5,000 | $21.9702 | D | 3,802 | 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 | — | Apr 15, 2016 | M | 235 | D | — | Feb 4, 2022 | Common Stock | 235 | 8,005 | D |
| Stock Option (Right to Buy)F6 | $2.30 | Apr 18, 2016 | M | 5,000 | D | — | Jul 17, 2022 | Common Stock | 5,000 | 31,615 | 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 $21.46 to $22.14 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.
- F6The option is immediately exercisable as of the grant date. 1/4th of the shares vested on July 9, 2013 and 1/48th of the shares vest monthly thereafter, 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. Unvested shares exercised are subject to a right of repurchase in favor of the Company should the Reporting Person cease to provide continuous service.