Tien Tzuo - Dec 31, 2024 Form 4/A - Amendment Insider Report for ZUORA INC (ZUO)

Role
Chairman and CEO, Director, 10%+ Owner
Signature
/s/ Erika Ward as attorney-in-fact for Tien Tzuo
Stock symbol
ZUO
Transactions as of
Dec 31, 2024
Transactions value $
-$487,840
Form type
4/A - Amendment
Date filed
1/14/2025, 06:04 PM
Date Of Original Report
Jan 3, 2025
Previous filing
Oct 3, 2024
Next filing
Feb 5, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ZUO Class A Common Stock Options Exercise $0 +12.5K +19.74% $0.00 75.8K Dec 31, 2024 Direct
transaction ZUO Class A Common Stock Options Exercise $0 +58.3K +76.94% $0.00 134K Dec 31, 2024 Direct
transaction ZUO Class A Common Stock Options Exercise $0 +25K +18.64% $0.00 159K Dec 31, 2024 Direct
transaction ZUO Class A Common Stock Sale -$488K -49K -30.82% $9.95 110K Jan 10, 2025 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction ZUO Restricted Stock Units (RSU)(Class A) Options Exercise $0 -12.5K -50% $0.00 12.5K Dec 31, 2024 Class A Common Stock 12.5K Direct F2, F3, F4
transaction ZUO Restricted Stock Units (RSU)(Class A) Options Exercise $0 -58.3K -16.67% $0.00 292K Dec 31, 2024 Class A Common Stock 58.3K Direct F2, F4, F5
transaction ZUO Restricted Stock Units (RSU)(Class A) Options Exercise $0 -25K -10% $0.00 225K Dec 31, 2024 Class A Common Stock 25K Direct F2, F4, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares were sold to satisfy the tax liability of the Reporting Person in connection with the issuance of Class A Common Stock resulting from the vesting of restricted stock units under the Zuora, Inc. 2018 Equity Incentive Plan ("Plan").
F2 Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Zuora's Class A Common Stock upon vesting for no consideration.
F3 The RSUs vest over four years, with 1/8 of the shares underlying the initial award vesting on September 30, 2021 and the remaining shares vesting as to 1/16 of the shares underlying the initial award quarterly thereafter, so long as the Reporting Person continues to provide services to Zuora through each vesting date.
F4 RSUs do not expire; these securities either vest and settle or are canceled prior to the vesting date.
F5 The RSUs vest over three years, with 1/6 of the shares underlying the initial award vesting on September 30, 2023, and the remaining shares vesting as to 1/12 of the shares underlying the initial award quarterly thereafter, so long as the Reporting Person continues to provide services to Zuora through each vesting date.
F6 The RSUs vest over three years, with 1/6 of the shares underlying the initial award vesting on September 30, 2024, and the remaining shares vesting as to 1/12 of the shares underlying the initial award quarterly thereafter, so long as the Reporting Person continues to provide services to Zuora through each vesting date.

Remarks:

Due to an administrative error, the Reporting Person filed a Form 4 on January 3, 2025 which inadvertently reported that, following the vesting of certain RSUs under the Plan, 48,569 shares of the Company Class A Common Stock were sold on January 2, 2025 to satisfy the tax liability of the Reporting Person. No sales were made on that day. As noted above, the Reporting Person actually sold 49,041 shares of Class A Common Stock to satisfy the tax liability of the Reporting Person on January 10, 2025. This Form 4 is amended to correct the date, price, and number of shares of Class A Common Stock sold in the transaction.