0001127602-16-056404.txt : 20160627 0001127602-16-056404.hdr.sgml : 20160627 20160627214432 ACCESSION NUMBER: 0001127602-16-056404 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160623 FILED AS OF DATE: 20160627 DATE AS OF CHANGE: 20160627 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Zendesk, Inc. CENTRAL INDEX KEY: 0001463172 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1019 MARKET STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: (415) 418-7506 MAIL ADDRESS: STREET 1: 1019 MARKET STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: McDermott Adrian CENTRAL INDEX KEY: 0001605957 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36456 FILM NUMBER: 161734583 MAIL ADDRESS: STREET 1: C/O ZENDESK, INC. STREET 2: 989 MARKET STREET, SUITE 300 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 4/A 1 form4a.xml PRIMARY DOCUMENT X0306 4/A 2016-06-23 2016-06-24 0001463172 Zendesk, Inc. ZEN 0001605957 McDermott Adrian 1019 MARKET STREET SAN FRANCISCO CA 94103 1 SVP of Product Development Common Stock 2016-06-23 4 M 0 4164 6.24 A 88899 D Common Stock 2016-06-23 4 S 0 4164 27.6067 D 84735 D Stock Option (Right to Buy) 6.24 2016-06-23 4 M 0 4164 0 D 2023-05-03 Common Stock 4164 324596 D This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person. This sale price represents the weighted average sale price of the shares sold ranging from $27.44 to $27.77 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price. This Amendment is being filed to correct the weighted average price reported in Column 4 of Table I in the Form 4 filed on June 24, 2016, which inadvertently reported the weighted average price as $27.6066. The option is immediately exercisable as of the grant date. 1/60th of the shares vest monthly after the vesting commencement date of April 23, 2013, subject to the Reporting Person's continuous service to the Issuer on each such date. Unvested shares are subject to acceleration upon the occurrence of certain events. Unvested shares exercised are subject to a right of repurchase in favor of the Issuer should the Reporting Person cease to provide continuous service. /s/ Hasani Caraway, Attorney-in-Fact for Adrian McDermott 2016-06-27 EX-24 2 doc1.txt POWER OF ATTORNEY (PUBLIC): POA LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of, Mikkel Svane, Elena Gomez, John Geschke, Hasani Caraway, Andrew T. Hill, and Bradley C. Weber, signing singly, and with full power of substitution, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Zendesk, Inc. (the ?Company?), from time to time the following U.S. Securities and Exchange Commission (?SEC?) forms: (i) Form ID, including any attached documents, to effect the assignment of codes to the undersigned to be used in the transmission of information to the SEC using the EDGAR System; (ii) Form 3, Initial Statement of Beneficial Ownership of Securities, including any attached documents; (iii) Form 4, Statement of Changes in Beneficial Ownership of Securities, including any attached documents; (iv) Form 5, Annual Statement of Beneficial Ownership of Securities in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder, including any attached documents; (v) Schedule 13D and (vi) amendments of each thereof, in accordance with the Securities Exchange Act of 1934, as amended, and the rules thereunder, including any attached documents; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, Schedule 13D or any amendment(s) thereto, and timely file such form(s) with the SEC and any securities exchange, national association or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact, acting singly, full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 or Regulation 13D-G of the Securities Exchange Act of 1934, as amended. The undersigned hereby agrees to indemnify the attorney in fact and the Company from and against any demand, damage, loss, cost or expense arising from any false or misleading information provided by the undersigned to the attorney-in fact. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file such forms with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of 17 June, 2016. /s/ Adrian McDermott Adrian McDermott