X0204 3 2011-12-15 0 0001439404 ZYNGA INC ZNGA 0001410751 Avalon Ventures VIII LP 1134 KLINE STREET LA JOLLA CA 92037 0 0 1 0 0001544707 Avalon Ventures VIII GP, LLC 1134 KLINE STREET LA JOLLA CA 92037 0 0 1 0 Class B Common Stock Class A Common Stock 34680608 D Each share of Class B Common Stock is convertible at any time at the option of the shareholder into one share of Class A Common Stock. 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, with certain exceptions, Class B Common Stock will convert automatically into Class A Common Stock upon any sale, assignment or transfer of Class B Common Stock. No expiration date. Avalon Ventures VIII, LP holds of record and thereby beneficially owns and has sole direct power to vote and dispose of 34,680,608 shares of Class B Common Stock. Avalon Ventures VIII GP, LLC, in its capacity as the general partner of Avalon Ventures VIII, LP, may be deemed to be the beneficial owner of the shares of the Issuer owned by Avalon Ventures VIII, LP, as in its capacity as the general partner, it has the power to dispose, direct the disposition of, and vote the shares of the Issuer owned by Avalon Ventures VIII, LP. Each of Avalon Ventures VIII, LP and Avalon Ventures VIII GP, LLC and their respective affiliates disclaim beneficial ownership of all shares of the Issuer in which they do not have a pecuniary interest. /s/ Douglas Downs, Authorized Person for Avalon Ventures VIII, LP 2012-03-15 /s/ Douglas Downs, Authorized Person for Avalon Ventures VIII GP, LLC 2012-03-15