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