0001423774-24-000013.txt : 20240103 0001423774-24-000013.hdr.sgml : 20240103 20240103191143 ACCESSION NUMBER: 0001423774-24-000013 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231231 FILED AS OF DATE: 20240103 DATE AS OF CHANGE: 20240103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Tzuo Tien CENTRAL INDEX KEY: 0001735409 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38451 FILM NUMBER: 24509106 MAIL ADDRESS: STREET 1: C/O ZUORA, INC. STREET 2: 101 REDWOOD SHORES PARKWAY CITY: REDWOOD CITY STATE: CA ZIP: 94065 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ZUORA INC CENTRAL INDEX KEY: 0001423774 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] ORGANIZATION NAME: 06 Technology IRS NUMBER: 205530976 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 101 REDWOOD SHORES PARKWAY CITY: REDWOOD CITY STATE: CA ZIP: 94065 BUSINESS PHONE: 888-976-9056 MAIL ADDRESS: STREET 1: 101 REDWOOD SHORES PARKWAY CITY: REDWOOD CITY STATE: CA ZIP: 94065 4 1 wk-form4_1704327091.xml FORM 4 X0508 4 2023-12-31 0 0001423774 ZUORA INC ZUO 0001735409 Tzuo Tien C/O ZUORA, INC. 101 REDWOOD SHORES PARKWAY REDWOOD CITY CA 94065 1 1 1 0 Chairman and CEO 1 Class A Common Stock 2023-12-31 4 M 0 12500 0 A 18852 D Class A Common Stock 2023-12-31 4 M 0 58333 0 A 77185 D Class A Common Stock 2024-01-02 4 M 0 13843 0 A 91028 D Class A Common Stock 2024-01-02 4 S 0 84676 8.8353 D 6352 D Restricted Stock Units (RSU)(Class A) 2023-12-31 4 M 0 12500 0 D Class A Common Stock 12500 62500 D Restricted Stock Units (RSU)(Class A) 2023-12-31 4 M 0 58333 0 D Class A Common Stock 58333 525001 D Stock Option (Right to buy Class B Common Stock) 3.04 2024-01-02 4 M 0 13843 0 D 2024-11-18 Class B Common Stock 13843 1707442 D Class B Common Stock 2024-01-02 4 M 0 13843 0 A Class A Common Stock 13843 13843 D Class B Common Stock 2024-01-02 4 C 0 13843 0 D Class A Common Stock 13843 0 D Class B Common Stock Class A Common Stock 7119403 7119403 I By 70 Thirty Trust Class B Common Stock Class A Common Stock 640542 640542 I By The Next Left Trust This transaction was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on June 22, 2023. Represents the weighted average sale price. The lowest price at which shares were sold was $8.70 and the highest price at which shares were sold was $9.19. The Reporting Person undertakes to provide upon request to the staff of the U.S. Securities and Exchange Commission, Zuora or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth in this footnote. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Zuora's Class A Common Stock upon vesting for no consideration. The RSUs vest over four years, with 1/8 of the shares underlying the initial award vesting on September 30, 2021, and the remaining shares vesting as to 1/16 of the shares underlying the initial award quarterly thereafter, so long as the Reporting Person continues to provide services to Zuora through each vesting date. RSUs do not expire; these securities either vest and settle or are canceled prior to the vesting date. The RSUs vest over three years, with 1/6 of the shares underlying the initial award vesting on September 30, 2023, and the remaining shares vesting as to 1/12 of the shares underlying the initial award quarterly thereafter, so long as the Reporting Person continues to provide services to Zuora through each vesting date. This option is fully vested and exercisable. Each share of Zuora's Class B Common Stock will convert into one share of Zuora's Class A Common Stock (a) at the option of the holder or (b) automatically upon (i) any transfer, except for certain permitted transfers, or (ii) the date that is the earliest of (x) the date specified by a vote of the holders of not less than 66 2/3% of the outstanding shares of Class B Common Stock, (y) ten years from the effective date of Zuora's initial public offering and (z) the date that the total number of shares of outstanding Class B Common Stock ceases to represent at least 5% of all outstanding shares of Zuora's common stock, and has no expiration date. The Reporting Person is a trustee of the 70 Thirty Trust. The Reporting Person is a trustee of The Next Left Trust. /s/ Sylvia Lexington as attorney-in-fact for Tien Tzuo 2024-01-03