SEC Form 4 · accession 0001209191-18-051114
Zscaler, Inc. · ZS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrew William Fraser Brown
Director
Period of report
Sep 13, 2018
Accepted (ET)
Sep 14, 2018 · 5:10 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001713683
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Sep 13, 2018 | M | 13,333 | $1.43 | A | 14,520 | D | |
| Common Stock | Sep 13, 2018 | M | 21,667 | $4.125 | A | 36,187 | D | |
| Common StockF2 | Sep 13, 2018 | S | 35,000 | $40.6106 | D | 1,187 | D | |
| Common StockF3,F4 | holding | — | — | — | 48,813 | I | See footnote |
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,F6 | $1.43 | Sep 13, 2018 | M | 13,333 | D | — | Dec 6, 2020 | Common Stock | 13,333 | 0 | D |
| Stock option (right to buy)F7 | $4.125 | Sep 13, 2018 | M | 21,667 | D | — | Oct 14, 2025 | Common Stock | 21,667 | 128,333 | D |
Explanation of responses
- F1Includes 1,187 shares previously held by the Andrew W. F. Brown 2017 Grantor Retained Annuity Trust for which the reporting person's spouse serves as trustee (the "Brown GRAT") which were registered on June 20, 2018 to the reporting person.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.60 to $40.77, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
- F3Excludes 1,187 shares previously held by the Brown GRAT which were registered on June 20, 2018 to the reporting person.
- F4The shares are held of record by the Brown GRAT.
- F5Shares subject to the option are fully vested and immediately exercisable.
- F6The option was previously reported in a Form 3 filed on March 15, 2018 which mistakenly reported an expiration date of December 6, 2023.
- F7The option is subject to an early exercise provision and is immediately exercisable. Shares subject to the option vest in 48 equal monthly installments beginning on November 14, 2015.