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Zoom Communications, Inc. — Director's Dealing 2019
Apr 25, 2019
30221_dirs_2019-04-24_e789e78f-900d-4636-b513-317c78a6b775.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Zoom Video Communications, Inc. (ZM)
CIK: 0001585521
Period of Report: 2019-04-23
Reporting Person: Subotovsky Santiago (Director)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2019-04-23 | Class A Common Stock | C | 622082 | $0.00 | Acquired | 622082 | Indirect |
| 2019-04-23 | Class A Common Stock | S | 622082 | $34.20 | Disposed | 0 | Indirect |
| 2019-04-23 | Class A Common Stock | C | 75777 | $0.00 | Acquired | 75777 | Indirect |
| 2019-04-23 | Class A Common Stock | S | 75777 | $34.20 | Disposed | 0 | Indirect |
| 2019-04-23 | Class A Common Stock | C | 214167 | $0.00 | Acquired | 214167 | Indirect |
| 2019-04-23 | Class A Common Stock | S | 214167 | $34.20 | Disposed | 0 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2019-04-23 | Series A Convertible Preferred Stock | $ | C | 4000000 | Disposed | Class B Common Stock (4000000) | Indirect | |
| 2019-04-23 | Series C Convertible Preferred Stock | $ | C | 22908848 | Disposed | Class B Common Stock (22908848) | Indirect | |
| 2019-04-23 | Class B Common Stock | $ | C | 26908848 | Acquired | Class A Common Stock (26908848) | Indirect | |
| 2019-04-23 | Class B Common Stock | $ | C | 622082 | Disposed | Class A Common Stock (622082) | Indirect | |
| 2019-04-23 | Series A Convertible Preferred Stock | $ | C | 324744 | Disposed | Class B Common Stock (324744) | Indirect | |
| 2019-04-23 | Series D Convertible Preferred Stock | $ | C | 2850724 | Disposed | Class B Common Stock (2850724) | Indirect | |
| 2019-04-23 | Class B Common Stock | $ | C | 3175468 | Acquired | Class A Common Stock (3175468) | Indirect | |
| 2019-04-23 | Class B Common Stock | $ | C | 75777 | Disposed | Class A Common Stock (75777) | Indirect | |
| 2019-04-23 | Series A Convertible Preferred Stock | $ | C | 98896 | Disposed | Class B Common Stock (98896) | Indirect | |
| 2019-04-23 | Class B Common Stock | $ | C | 98896 | Acquired | Class A Common Stock (98896) | Indirect | |
| 2019-04-23 | Class B Common Stock | $ | C | 214167 | Disposed | Class A Common Stock (214167) | Indirect |
Footnotes
F1: Each share of Class B Common Stock is convertible at the option of the holder into one (1) share of Class A Common Stock, and has no expiration date. Each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon certain events specified in the Issuer's certificate of incorporation. In connection with the sale of the Class A Common Stock as reported above, each share of Class B Common Stock converted into one (1) share of Class A Common Stock.
F2: Shares held directly by Emergence Capital Partners III, L.P. ("Emergence"). The sole general partner of Emergence is Emergence Equity Partners III, L.P. ("EEP III"), and the sole general partner of EEP III is Emergence GP Partners, LLC ("EGP"). The Reporting Person is a member of EEP III. The Reporting Person disclaims Section 16 beneficial ownership of the shares held by Emergence, except to the extent, if any, of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of such shares for Section 16 or any other purpose.
F3: Emergence, EZP (as defined below), and Red Porphyry (as defined below) sold shares to the underwriters in connection with the closing of the Issuer's initial public offering. The reported sale price reflects the price at which Emergence, EZP, and Red Porphyry sold shares to the underwriters, which is net of underwriting commissions.
F4: Shares held directly by EZP Opportunity, L.P. ("EZP"). The sole general partner of EZP is EEP III. The Reporting Person disclaims Section 16 beneficial ownership of the shares held by EZP, except to the extent, if any, of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of such shares for Section 16 or any other purpose.
F5: Shares held directly by Red Porphyry, LLC ("Red Porphyry"). Red Porphyry is filing this report solely by virtue of having appointed Emergence as its proxy with respect to the shares held directly by Red Porphyry. Such proxy is irrevocable until the earliest to occur of the six-month anniversary of the IPO (as defined below), the sale of all or substantially all assets of the Issuer, or certain mergers involving the Issuer. The Reporting Person disclaims Section 16 beneficial ownership of the shares held by Red Porphyry, except to the extent, if any, of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of such shares for Section 16 or any other purpose.
F6: Each share of convertible preferred stock automatically converted into one (1) share of Class B Common Stock immediately prior to the closing of the Issuer's initial public offering of Class A Common Stock (the "IPO"), and had no expiration date.