SEC Form 4 · accession 0001463172-19-000073

Zendesk, Inc. · ZEN

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

Reporting owner

John T. Keiser

Officer — Chief Operating Officer

Period of report

Feb 15, 2019

Accepted (ET)

Feb 19, 2019 · 7:24 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
Common Stock^F1	Feb 15, 2019	M	414	—	A	31,728	D
Common Stock^F2	Feb 15, 2019	F	144	$78.97	D	31,584	D
Common Stock^F1	Feb 15, 2019	M	2,917	—	A	34,501	D
Common Stock^F2	Feb 15, 2019	F	1,009	$78.97	D	33,492	D
Common Stock^F1	Feb 15, 2019	M	200	—	A	33,692	D
Common Stock^F2	Feb 15, 2019	F	70	$78.97	D	33,622	D
Common Stock^F1	Feb 15, 2019	M	611	—	A	34,233	D
Common Stock^F2	Feb 15, 2019	F	212	$78.97	D	34,021	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,F3	—	Feb 15, 2019	M	414	D	—	Feb 7, 2026	Common Stock	414	19,486	D
Restricted Stock Unit^F1,F4	—	Feb 15, 2019	M	2,917	D	—	May 6, 2023	Common Stock	2,917	43,751	D
Restricted Stock Unit^F1,F5	—	Feb 15, 2019	M	200	D	—	May 9, 2024	Common Stock	200	5,401	D
Restricted Stock Unit^F1,F6	—	Feb 15, 2019	M	611	D	—	Feb 8, 2025	Common Stock	611	21,365	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.
F31/48th of the shares issuable pursuant to the restricted stock units shall vest each month after the vesting commencement date of January 15, 2019, 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.
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.