SEC Form 4 · accession 0001463172-18-000056

Zendesk, Inc. · ZEN

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

Reporting owner

Elena Gomez

Officer — Chief Financial Officer

Period of report

Apr 15, 2018

Accepted (ET)

Apr 17, 2018 · 7:35 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
Common Stock^F1	Apr 15, 2018	M	2,916	—	A	11,298	D
Common Stock^F2	Apr 15, 2018	F	1,009	$48.85	D	10,289	D
Common Stock^F1	Apr 15, 2018	M	233	—	A	10,522	D
Common Stock^F2	Apr 15, 2018	F	81	$48.85	D	10,441	D
Common Stock^F1	Apr 15, 2018	M	644	—	A	11,085	D
Common Stock^F2	Apr 15, 2018	F	223	$48.85	D	10,862	D
Common Stock^F1	Apr 15, 2018	M	75	—	A	10,937	D
Common Stock^F2	Apr 15, 2018	F	26	$48.85	D	10,911	D
Common Stock	Apr 17, 2018	M	2,500	$23.44	A	13,411	D
Common Stock	Apr 17, 2018	S	2,500	$50.00	D	10,911	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 Unit^F1,F4	—	Apr 15, 2018	M	2,916	D	—	May 6, 2023	Common Stock	2,916	72,918	D
Restricted Stock Unit^F1,F5	—	Apr 15, 2018	M	233	D	—	May 9, 2024	Common Stock	233	8,634	D
Restricted Stock Unit^F1,F6	—	Apr 15, 2018	M	644	D	—	Feb 8, 2025	Common Stock	644	28,969	D
Restricted Stock Unit^F1,F7	—	Apr 15, 2018	M	75	D	—	Feb 8, 2025	Common Stock	75	676	D
Stock Option (Right to Buy)^F8	$23.44	Apr 17, 2018	M	2,500	D	—	May 6, 2026	Common Stock	2,500	162,500	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 Elena Gomez on December 14, 2017.
F41/4th of the shares issuable pursuant to the restricted stock units shall vest one year after the vesting commencement date of May 15, 2016 and an additional 1/48th of the shares issuable pursuant to the restricted stock units shall vest each month 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.
F51/48th of the shares issuable pursuant to the restricted stock units shall vest each month after the vesting commencement date of May 15, 2017, 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.
F61/48th of the shares issuable pursuant to the restricted stock units shall vest each month after the vesting commencement date of January 15, 2018, 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.
F71/12th of the shares issuable pursuant to the restricted stock units shall vest each month after the vesting commencement date of January 15, 2018, 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.
F81/4th of the shares subject to the option vested and became exercisable one year after the vesting commencement date of May 2, 2016, and an additional 1/48th of the shares shall vest and become exercisable each month 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.