SEC Form 4 · accession 0001628280-17-012387
Zendesk, Inc. · ZEN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John Geschke
Officer — CLO and SVP Administration
Period of report
Dec 13, 2017
Accepted (ET)
Dec 15, 2017 · 5:30 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 Stock | Dec 13, 2017 | M | 5,000 | $6.24 | A | 16,495 | D | |
| Common StockF2 | Dec 13, 2017 | S | 5,000 | $34.2256 | D | 11,495 | D | |
| Common StockF3 | Dec 15, 2017 | M | 236 | — | A | 11,731 | D | |
| Common StockF4 | Dec 15, 2017 | F | 124 | $33.83 | D | 11,607 | D | |
| Common StockF3 | Dec 15, 2017 | M | 196 | — | A | 11,803 | D | |
| Common StockF4 | Dec 15, 2017 | F | 103 | $33.83 | D | 11,700 | D | |
| Common StockF3 | Dec 15, 2017 | M | 200 | — | A | 11,900 | D | |
| Common StockF4 | Dec 15, 2017 | F | 105 | $33.83 | D | 11,795 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F5 | $6.24 | Dec 13, 2017 | M | 5,000 | D | — | May 3, 2023 | Common Stock | 5,000 | 16,666 | D |
| Restricted Stock UnitF3,F6 | — | Dec 15, 2017 | M | 236 | D | — | Feb 5, 2022 | Common Stock | 236 | 3,296 | D |
| Restricted Stock UnitF3,F7 | — | Dec 15, 2017 | M | 196 | D | — | May 6, 2023 | Common Stock | 196 | 5,680 | D |
| Restricted Stock UnitF3,F8 | — | Dec 15, 2017 | M | 200 | D | — | May 9, 2024 | Common Stock | 200 | 8,201 | D |
Explanation of responses
- F1This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by John Geschke on February 16, 2017.
- F2This sale price represents the weighted average sale price of the shares sold ranging from $33.90 to $34.55 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.
- F3Restricted stock units convert into common stock on a one-for-one basis.
- F4Represents 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.
- F5The option is early exercisable. 1/48th of the shares vest monthly after the vesting commencement date of April 23, 2013, subject to cliff vesting for all months prior to July 9, 2013 and 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 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.
- F71/48th of the shares issuable pursuant to the restricted stock units shall vest each month after the vesting commencement date of May 15, 2016, 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.
- F81/48th 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.