0001181431-11-061588.txt : 20111221
0001181431-11-061588.hdr.sgml : 20111221
20111221181651
ACCESSION NUMBER: 0001181431-11-061588
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20111221
FILED AS OF DATE: 20111221
DATE AS OF CHANGE: 20111221
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ZYNGA INC
CENTRAL INDEX KEY: 0001439404
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 699 EIGHTH STREET
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94103
BUSINESS PHONE: 800-762-2530
MAIL ADDRESS:
STREET 1: 699 EIGHTH STREET
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94103
FORMER COMPANY:
FORMER CONFORMED NAME: ZYNGA GAME NETWORK INC
DATE OF NAME CHANGE: 20080708
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KLEINER PERKINS CAUFIELD & BYERS XIII, LLC
CENTRAL INDEX KEY: 0001435899
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35375
FILM NUMBER: 111275450
BUSINESS ADDRESS:
STREET 1: 2750 SAND HILL ROAD
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-233-2750
MAIL ADDRESS:
STREET 1: 2750 SAND HILL ROAD
CITY: MENLO PARK
STATE: CA
ZIP: 94025
FORMER NAME:
FORMER CONFORMED NAME: KLEINER PERKINS CAUFIELD & BYERS XIII LLC
DATE OF NAME CHANGE: 20080522
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KPCB XIII Associates, LLC
CENTRAL INDEX KEY: 0001500595
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35375
FILM NUMBER: 111275449
BUSINESS ADDRESS:
STREET 1: 2750 SAND HILL ROAD
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-233-2750
MAIL ADDRESS:
STREET 1: 2750 SAND HILL ROAD
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KPCB Digital Growth Fund, LLC
CENTRAL INDEX KEY: 0001505782
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35375
FILM NUMBER: 111275448
BUSINESS ADDRESS:
STREET 1: 2750 SAND HILL ROAD
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-233-2750
MAIL ADDRESS:
STREET 1: 2750 SAND HILL ROAD
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KPCB DGF Associates, LLC
CENTRAL INDEX KEY: 0001537345
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35375
FILM NUMBER: 111275447
BUSINESS ADDRESS:
STREET 1: 2750 SAND HILL ROAD
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650.233.2750
MAIL ADDRESS:
STREET 1: 2750 SAND HILL ROAD
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KPCB Digital Growth Founders Fund, LLC
CENTRAL INDEX KEY: 0001537347
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35375
FILM NUMBER: 111275446
BUSINESS ADDRESS:
STREET 1: 2750 SAND HILL ROAD
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650.233.2750
MAIL ADDRESS:
STREET 1: 2750 SAND HILL ROAD
CITY: MENLO PARK
STATE: CA
ZIP: 94025
4
1
rrd328686.xml
KPCB/ZYNGA - FORM 4 (IPO)
X0304
4
2011-12-21
0
0001439404
ZYNGA INC
ZNGA
0001435899
KLEINER PERKINS CAUFIELD & BYERS XIII, LLC
2750 SAND HILL ROAD
MENLO PARK
CA
94025
0
0
1
0
0001500595
KPCB XIII Associates, LLC
2750 SAND HILL ROAD
MENLO PARK
CA
0
0
1
0
0001505782
KPCB Digital Growth Fund, LLC
2750 SAND HILL ROAD
MENLO PARK
CA
94025
0
0
1
0
0001537345
KPCB DGF Associates, LLC
2750 SAND HILL ROAD
MENLO PARK
CA
94025
0
0
1
0
0001537347
KPCB Digital Growth Founders Fund, LLC
2750 SAND HILL ROAD
MENLO PARK
CA
94025
0
0
1
0
Series B Convertible Preferred Stock
2011-12-21
4
C
0
23041532
D
Class B Common Stock
23041532
0
D
Class B Common Stock
0
2011-12-21
4
C
0
23041532
0
A
Class A Common Stock
23041532
37323908
D
Series C Convertible Preferred Stock
2011-12-21
4
C
0
1679723
D
Class B Common Stock
1679723
0
I
See Footnote.
Class B Common Stock
0
2011-12-21
4
C
0
1679723
0
A
Class A Common Stock
1679723
1679723
I
See Footnote.
Series C Convertible Preferred Stock
2011-12-21
4
C
0
102287
D
Class B Common Stock
102287
0
I
See Footnote.
Class B Common Stock
0
2011-12-21
4
C
0
102287
0
A
Class A Common Stock
102287
102287
I
See Footnote.
Each share of Series B and Series C Preferred Stock automatically converted into shares of Class B Common Stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering on December 21, 2011 and has no expiration date.
Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. Class B Common Stock will convert automatically into Class A Common Stock on the date on which the number of outstanding shares of Class B Common Stock and Class C Common Stock together represent less than 10% of the aggregate combined voting power of the Issuer's capital stock. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon (i) any transfer, whether or not for value, (subject to certain exceptions), or (ii) in the event of death of the Reporting Person.
The shares are directly held by Kleiner Perkins Caufield & Byers XIII, LLC ("KPCB XIII"). The managing member of KPCB XIII is KPCB XIII Associates, LLC ("XIII Associates"). The voting and dispositive control over the shares is shared by individual managing directors of XIII Associates, none of whom has veto power. Excludes 5,053,978 shares in the aggregate beneficially owned by individuals and entities associated with Kleiner Perkins Caufield & Byers and held for convenience in the name of "KPCB Holdings, Inc. as nominee," for the accounts of such individuals and entities who each exercise their own voting and dispositive control over such shares.
The shares are directly held by KPCB Digital Growth Fund, LLC ("KPCB DGF"). The managing member of KPCB DGF is KPCB DGF Associates, LLC ("DGF Associates"). The voting and dispositive control over the shares is shared by individual managing members of DGF Associates, none of whom has veto power.
The shares are directly held by KPCB Digital Growth Founders Fund, LLC ("KPCB DGFF"). The managing member of KPCB DGFF is DGF Associates. The voting and dispositive control over the shares is shared by individual managing members of DGF Associates, none of whom has veto power.
XIII Associates, DGF Associates and their respective managing members and directors disclaim beneficial ownership of these shares except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that XIII Associates, DGF Associates or any of their respective managing members or directors is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
/s/ Susan Biglieri, by power of attorney for Kleiner Perkins Caufield & Byers XIII, LLC
2011-12-21
/s/ Susan Biglieri by power of attorney for KPCB XIII Associates, LLC
2011-12-21
/s/ Susan Biglieri by power of attorney for KPCB Digital Growth Fund, LLC
2011-12-21
/s/ Susan Biglieri by power of attorney for KPCB Digital Growth Founders Fund, LLC
2011-12-21
/s/ Susan Biglieri by power of attorney for KPCB DGF Associates, LLC
2011-12-21