X0206 3 2013-11-14 0 0001478484 zulily, inc. ZU 0001202435 LEVITAN DAN C/O ZULILY, INC. 2200 FIRST AVENUE SOUTH SEATTLE WA 98134 1 0 0 0 Class B Common Stock Class A Common Stock 1141737 I See Note 3 Series A Preferred Stock Class B Common Stock 23226212 I See Note 3 Series B Preferred Stock Class B Common Stock 2863880 I See Note 3 Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value and whether voluntary or involuntary or by operation of law, except for certain transfer described in the issuer's Amended and Restated Certificate of Incorporation, including, without limitation, certain transfers for tax and estate planning purposes. Not applicable. Includes shares held by Maveron Equity Partners IV, L.P. ("Maveron IV"), Maveron IV Entrepreneurs' Fund, L.P. ("Maveron-Entrepreneurs") and MEP Associates IV, L.P. ("MEP Associates"). Maveron General Partner IV LLC ("Maveron GP") serves as the general partner of each of Maveron IV, Maveron-Entrepreneurs and MEP Associates and has sole voting and investment power with respect to the shares held by Maveron IV, Maveron-Entrepreneurs and MEP Associates. Mr. Levitan is a managing member of Maveron GP. The Series A Preferred Stock is convertible into Class B Common Stock at the option of the holder. The Series A Preferred Stock will automatically convert into Class B Common Stock on a 1-to-1 basis upon closing of the initial public offering of the issuer. The Series B Preferred Stock is convertible into Class B Common Stock at the option of the holder. The Series B Preferred Stock will automatically convert into Class B Common Stock on a 1-to-1 basis upon closing of the initial public offering of the issuer. /s/ Deirdre Runnette 2013-11-14