X0306 4 2019-03-25 0 0001423774 ZUORA INC ZUO 0001649999 Pressman Jason 2440 SAND HILL ROAD, SUITE 300 MENLO PARK CA 94025 1 0 0 0 Class A Common Stock 2019-03-25 4 C 0 3000000 0.00 A 3000000 I By Shasta Ventures II, L.P. Class A Common Stock 2019-03-25 4 J 0 3000000 D 0 I By Shasta Ventures II, L.P. Class A Common Stock 2019-03-25 4 J 0 188294 A 188294 I Shasta Ventures II GP, LLC Class A Common Stock 2019-03-25 4 J 0 185297 D 3997 I Shasta Ventures II GP, LLC Class A Common Stock 2019-03-25 4 J 0 39872 A 42992 I By The 2016 Jason Pressman Trust U/D/T March 8, 2016 Class A Common Stock 2019-03-26 4 S 0 1040 19.76 D 41952 I By The 2016 Jason Pressman Trust U/D/T March 8, 2016 Class B Common Stock 0.00 2019-03-25 4 C 0 3000000 0.00 D Class A Common Stock 3000000 2763122 I By Shasta Ventures II, L.P. These shares are owned directly by Shasta Ventures II, L.P. ("Shasta II"), of which Shasta Ventures II GP, LLC ("Shasta II GP") is the sole general partner and exercises voting and investment power over these shares. The reporting person is a managing director of Shasta II and disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. Represents a pro rata in kind distribution without consideration by Shasta II to its partners, including its general partner, Shasta II GP. These shares are owned directly by Shasta II GP. The reporting person is a managing director of Shasta II and disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. Represents a pro-rata in-kind distribution of shares by Shasta II GP, without consideration, to its members. Represents a change in the form of ownership from one form of indirect ownership to another by virtue of the receipt of shares in the pro rata in kind distributions by Shasta II described in footnote (2) and Shasta II GP described in footnote (4). The shares are held by the 2016 Jason Pressman Trust U/D/T March 8, 2016 (the "Trust"). The reporting person is a trustee of the Trust. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein. This transaction was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on September 22, 2018. The price reported is a weighted average sales price. The shares were sold in multiple transactions at prices ranging from $19.30 to $19.98, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Each share of the Issuer's Class B Common Stock will convert into 1 share of the issuer's Class A Common Stock (a) at the option of the holder and (b) automatically upon (i) any transfer, except for certain permitted transfers, and (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 the Issuer'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 the Issuer's common stock, and has no expiration date. /s/ Jason Pressman 2019-03-27