| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ZUO | Class A Common Stock | Disposed to Issuer | -$790K | -79K | -100% | $10.00 | 0 | Feb 14, 2025 | Direct | F1, F2 |
| transaction | ZUO | Class A Common Stock | Disposed to Issuer | -$342K | -34.2K | -100% | $10.00 | 0 | Feb 14, 2025 | By Haley-McGourty Partners | F1, F3 |
| transaction | ZUO | Class A Common Stock | Disposed to Issuer | -$1.57M | -157K | -100% | $10.00 | 0 | Feb 14, 2025 | By Haley-McGourty Family Trust U/D/T 9/27/96 | F1, F4 |
Timothy M. Haley is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | On February 14, 2025 (the "Effective Time"), pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of October 17, 2024, by and among Zodiac Purchase, L.L.C. ("Parent"), Zodiac Acquisition Sub, Inc. ("Merger Sub") and Zuora (the "Company"), Merger Sub merged with and into the Company with the Company surviving the merger as a wholly owned subsidiary of Parent. At the Effective Time, each of the Reporting Person's shares of Class A Common Stock (the "Common Stock"), issued and outstanding immediately prior to the Effective Time were automatically canceled and converted into the right to receive $10.00 per share in cash without interest thereon, and less any applicable tax withholdings (the "Merger Consideration"). |
| F2 | Includes unvested restricted stock units ("RSUs") of the Company. Pursuant to the Merger Agreement, at the Effective Time, each of the Reporting Person's RSUs, whether or not vested, outstanding immediately prior to the Effective Time were automatically canceled and converted into the right to receive cash equal to the product of the number of shares of Common Stock subject to the RSU multiplied by the Merger Consideration (the "Converted RSU Award"). The Converted RSU Award will vest and become payable subject to and in accordance with the same vesting schedule and other terms and conditions applicable to the corresponding RSU immediately prior to the Effective Time, including any acceleration of vesting provisions. |
| F3 | The Reporting Person is a general partner of Haley-McGourty Partners. The Reporting Person disclaims beneficial ownership of the shares held by H-M Partners except to the extent of his proportionate pecuniary interest therein. |
| F4 | The Reporting Person is a trustee of the Haley-McCourty Family Trust U/D/T 9/27/96 (the "Trust"). The Reporting Person disclaims beneficial ownership of the shares held by the Trust except to the extent of his proportionate pecuniary interest therein. |