Zoom Communications, Inc. — Director's Dealing 2020

Dec 29, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Zoom Video Communications, Inc. (ZM)
CIK: 0001585521
Period of Report: 2020-12-22

Reporting Person: Subotovsky Santiago (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-12-22	Class A Common Stock	C	4902700	$0.00	Acquired	4902700	Indirect
2020-12-22	Class A Common Stock	J	4902700	$0.00	Disposed	0	Indirect
2020-12-22	Class A Common Stock	C	597300	$0.00	Acquired	597300	Indirect
2020-12-22	Class A Common Stock	J	597300	$0.00	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-12-22	Class B Common Stock	$	C	4902700	Disposed		Class A Common Stock (4902700)	Indirect
2020-12-22	Class B Common Stock	$	C	597300	Disposed		Class A Common Stock (597300)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	70512	Indirect
Class A Common Stock	219843	Direct

Footnotes

F1: On December 22, 2020, Emergence Capital Partners III, L.P. ("Emergence") converted in the aggregate 4,902,700 shares of the Issuer's Class B Common Stock into 4,902,700 shares of the Issuer's Class A Common Stock. Subsequently on the same date, Emergence distributed in-kind, without consideration, all 4,902,700 shares of Class A Common Stock pro-rata to its partners, including its limited partners and its general partner, Emergence Equity Partners III, L.P. ("EEP III"), in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended. Upon receipt by EEP III of its pro rata interest of the distribution (1,055,746 shares of Class A Common Stock), EEP III distributed in-kind, without consideration, 992,401 of such shares pro-rata to its limited partners in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended.

F2: Shares held directly by 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: On December 22, 2020, EZP Opportunity, L.P. ("EZP") converted in the aggregate 597,300 shares of the Issuer's Class B Common Stock into 597,300 shares of the Issuer's Class A Common Stock. Subsequently on the same date, EZP distributed in-kind, without consideration, all 597,300 shares of Class A Common Stock pro-rata to its partners, including its limited partners and its general partner, EEP III, in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended. Upon receipt by EEP III of its pro rata interest of the distribution (119,460 shares of Class A Common Stock), EEP III distributed in-kind, without consideration, 112,293 of such shares pro-rata to its limited partners in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended.

F4: Shares held directly by EZP. The sole general partner of EZP is EEP III, and the sole general partner of EEP III is EGP. 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: Each share of Class B Common Stock is convertible at the option of Emergence and EZP, as applicable, into one share of Class A Common Stock and has no expiration date. Each share of Class B Common Stock held by Emergence and EZP, as applicable, will automatically convert into one share of Class A Common Stock upon any transfer by Emergence and EZP, as applicable, except certain "Permitted Transfers" described in the Issuer's certificate of incorporation. All outstanding shares of Class B Common Stock will convert into shares of Class A Common Stock upon the earliest of (i) six months following the death or incapacity of Eric S. Yuan, (ii) six months following the date that Mr. Yuan ceases providing services to the Issuer, (iii) the date specified by the holders of a majority of the shares of Class B Common Stock, and (iv) the 15-year anniversary of the closing of the Issuer's initial public offering.