SEC Form 4 · accession 0001727790-18-000018
Zendesk, Inc. · ZEN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Adrian McDermott
Officer — President of Products
Period of report
Feb 8, 2018
Accepted (ET)
Feb 12, 2018 · 9:57 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 | Feb 8, 2018 | M | 300 | $6.24 | A | 81,381 | D | |
| Common Stock | Feb 8, 2018 | S | 300 | $40.00 | D | 81,081 | D | |
| Common Stock | Feb 9, 2018 | M | 49,700 | $6.24 | A | 130,781 | D | |
| Common StockF1 | Feb 9, 2018 | S | 49,700 | $39.0744 | D | 81,081 | 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)F2 | $6.24 | Feb 8, 2018 | M | 300 | D | — | May 3, 2023 | Common Stock | 300 | 219,030 | D |
| Stock Option (Right to Buy)F3 | $38.50 | Feb 8, 2018 | A | 44,000 | A | — | Feb 8, 2028 | Common Stock | 44,000 | 44,000 | D |
| Restricted Stock UnitF4,F5 | — | Feb 8, 2018 | A | 22,000 | A | — | Feb 8, 2025 | Common Stock | 22,000 | 22,000 | D |
| Restricted Stock UnitF4,F6 | — | Feb 8, 2018 | A | 900 | A | — | Feb 8, 2025 | Common Stock | 900 | 900 | D |
| Stock Option (Right to Buy)F2 | $6.24 | Feb 9, 2018 | M | 49,700 | D | — | May 3, 2023 | Common Stock | 49,700 | 169,330 | D |
Explanation of responses
- F1This sale price represents the weighted average sale price of the shares sold ranging from $39.00 to $39.3850 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.
- F2The option is immediately exercisable as of the grant date. 1/60th of the shares vest monthly after the vesting commencement date of April 23, 2013, 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 Issuer should the Reporting Person cease to provide continuous service.
- F31/48th of the shares subject to the option shall vest and become exercisable monthly after the vesting commencement date of February 8, 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.
- F4Restricted stock units convert into common stock on a one-for-one basis.
- F51/48th 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.
- F61/12th 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.