Zscaler, Inc. — Director's Dealing 2021

Apr 30, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Zscaler, Inc. (ZS)
CIK: 0001713683
Period of Report: 2021-04-29

Reporting Person: Sinha Amit (Director, President of R&D and CTO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-04-29	Common Stock	M	7000	$5.925	Acquired	276192	Direct
2021-04-29	Common Stock	S	1000	$185.859	Disposed	275192	Direct
2021-04-29	Common Stock	S	2284	$186.801	Disposed	272908	Direct
2021-04-29	Common Stock	S	700	$187.6971	Disposed	272208	Direct
2021-04-29	Common Stock	S	1200	$189.0475	Disposed	271008	Direct
2021-04-29	Common Stock	S	700	$189.9357	Disposed	270308	Direct
2021-04-29	Common Stock	S	300	$191.5333	Disposed	270008	Direct
2021-04-29	Common Stock	S	700	$193.1329	Disposed	269308	Direct
2021-04-29	Common Stock	S	116	$196	Disposed	269192	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-04-29	Employee Stock Option (right to buy)	$5.925	M	7000	Disposed	2027-04-10	Common Stock (7000.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	149702	Indirect
Common Stock	82374	Indirect
Common Stock	82375	Indirect
Common Stock	48000	Indirect
Common Stock	53000	Indirect
Common Stock	53000	Indirect

Footnotes

F1: The sale reported in the Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted on September 29, 2020.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $185.29 to $186.25, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) through (8) to this Form 4.

F3: The price reported in Column 4 is weighted average price. These shares were sold in multiple transactions at prices ranging from $186.38 to $187.37, inclusive.

F4: The price reported in Column 4 is weighted average price. These shares were sold in multiple transactions at prices ranging from $187.39 to $188.00, inclusive.

F5: The price reported in Column 4 is weighted average price. These shares were sold in multiple transactions at prices ranging from $188.52 to $189.42, inclusive.

F6: The price reported in Column 4 is weighted average price. These shares were sold in multiple transactions at prices ranging from $189.55 to $190.48, inclusive.

F7: The price reported in Column 4 is weighted average price. These shares were sold in multiple transactions at prices ranging from $191.04 to $191.89, inclusive.

F8: The price reported in Column 4 is weighted average price. These shares were sold in multiple transactions at prices ranging from $192.72 to $193.45, inclusive.

F9: The shares are held of record by the Sinha Revocable Trust dated September 24, 2011 for which the reporting person serves as trustee.

F10: The shares are held of record in trust for the reporting person's minor daughter for which Neha and Piyush Kumar serve as co-trustees.

F11: The shares are held of record in trust for the reporting person's minor son for which Neha and Piyush Kumar serve as co-trustees.

F12: The shares are held of record by the Amit & Deepali Sinha Foundation for which the reporting person and his spouse serve as trustees.

F13: The shares are held of record by the South Dakota Trust Co. LLC TTEE Sinha Family Incentive Trust

F14: The shares are held of record by the South Dakota Trust Co. LLC TTEE Sinha Education Excellence Trust.

F15: One-fourth of the shares subject to the option vest on November 1, 2018 and 1/48 of the shares vest monthly thereafter.