0000812295-12-000133.txt : 20120809 0000812295-12-000133.hdr.sgml : 20120809 20120809154452 ACCESSION NUMBER: 0000812295-12-000133 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120809 DATE AS OF CHANGE: 20120809 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ZYNGA INC CENTRAL INDEX KEY: 0001439404 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86543 FILM NUMBER: 121020262 BUSINESS ADDRESS: STREET 1: 699 EIGHTH STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: 800-762-2530 MAIL ADDRESS: STREET 1: 699 EIGHTH STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94103 FORMER COMPANY: FORMER CONFORMED NAME: ZYNGA GAME NETWORK INC DATE OF NAME CHANGE: 20080708 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: JANUS CAPITAL MANAGEMENT LLC CENTRAL INDEX KEY: 0000812295 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 753019302 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 151 DETROIT ST. CITY: DENVER STATE: CO ZIP: 80206-4805 BUSINESS PHONE: 3033333863 MAIL ADDRESS: STREET 1: 151 DETROIT ST. CITY: DENVER STATE: CO ZIP: 80206-4805 FORMER COMPANY: FORMER CONFORMED NAME: JANUS CAPITAL GROUP INC DATE OF NAME CHANGE: 20030103 FORMER COMPANY: FORMER CONFORMED NAME: JANUS CAPITAL MANAGEMENT LLC DATE OF NAME CHANGE: 20020424 FORMER COMPANY: FORMER CONFORMED NAME: JANUS CAPITAL CORP DATE OF NAME CHANGE: 19931213 SC 13G/A 1 znga8102012-hl.txt ZNGA 07.31.12 UNITED STATES SECURITI ES AND EXCHANGE COMMISSI ON Washingt on, D.C. 20549 SCHEDULE 13G Under the Securiti es Exchange Act of 1934 Amendmen t No.: 1* Name of Issuer: Zynga Inc. Title of Class of Securiti es: Class A Common Stock CUSIP Number: 98986T10 8 Date of Event Which Requires Filing of this Statemen t: 7/31/201 2 Check the appropri ate box to designat e the rule pursuant to which this Schedule is filed. [X] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) * The remainde r of this cover page shall be filled out for a reportin g person's initial filing on this form with respect to the subject class of securiti es, and for any subseque nt amendmen t containi ng informat ion which would alter the disclosu res provided in a prior cover page. The informat ion required in the remainde r of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securiti es Exchange Act of 1934 ("Act") or otherwis e subject to the liabilit ies of that section of the Act but shall be subject to all other provisio ns of the Act (however , see the Notes). CUSIP No.: 98986T10 8 1. NAME OF REPORTIN G PERSON S.S. OR I.R.S. IDENTIFI CATION NO. OF ABOVE PERSON Janus Capital Manageme nt LLC EIN #75-3019 302 2. CHECK THE APPROPRI ATE BOX IF A MEMBER OF A GROUP a. ___ b. ___ 3. SEC USE ONLY 4. CITIZENS HIP OR PLACE OF ORGANIZA TION Delaware NUMBER OF SHARES BENEFICI ALLY OWNED BY EACH REPORTIN G PERSON WITH: 5. SOLE VOTING POWER 23,239,7 81** 6. SHARED VOTING POWER -0- 7. SOLE DISPOSIT IVE POWER 23,239,7 81** 8. SHARED DISPOSIT IVE POWER -0- 9. AGGREGAT E AMOUNT BENEFICI ALLY OWNED BY EACH REPORTIN G PERSON 23,239,7 81** 10. CHECK BOX IF THE AGGREGAT E AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES Not applicab le 11. PERCENT OF CLASS REPRESEN TED BY AMOUNT IN ROW (9) 5.0%** 12. TYPE OF REPORTIN G PERSON IA, HC ** See Item 4 of this filing Item 1. (a). Name of Issuer: Zynga Inc. ("Zynga" ) (b). Address of Issuer's Principa l Executiv e Offices: 699 Eighth St. San Francisc o, CA 94103 Item 2. (a).-(c) .. Name, Principa l Business Address, and Citizens hip of Persons Filing: (1) Janus Capital Manageme nt LLC ("Janus Capital" ) 151 Detroit Street Denver, Colorado 80206 Citizens hip: Delaware (d). Title of Class of Securiti es: Class A Common Stock (e). CUSIP Number: 98986T10 8 Item 3. This statemen t is filed pursuant to Rule 13d-1 (b) or 13d-2(b) and the person filing, Janus Capital, is an investme nt adviser in accordan ce with Section 240.13d- 1(b)(ii) (E) as well as a parent holding company/ control person in accordan ce with Section 240.13d- 1(b)(ii) (G). See Item 4 for addition al informat ion. Item 4. Ownershi p The informat ion in items 1 and 5 through 11 on the cover page(s) on Schedule 13G is hereby incorpor ated by referenc e. Janus Capital has a direct 94.8% ownershi p stake in INTECH Investme nt Manageme nt ("INTECH ") and a direct 77.8% ownershi p stake in Perkins Investme nt Manageme nt LLC("Per kins"). Due to the above ownershi p structur e, holdings for Janus Capital, Perkins and INTECH are aggregat ed for purposes of this filing. Janus Capital, Perkins and INTECH are register ed investme nt advisers , each furnishi ng investme nt advice to various investme nt companie s register ed under Section 8 of the Investme nt Company Act of 1940 and to individu al and institut ional clients (collect ively referred to herein as "Managed Portfoli os"). As a result of its role as investme nt adviser or sub-advi ser to the Managed Portfoli os, Janus Capital may be deemed to be the benefici al owner of 23,239,7 81 shares or 5.0% of the shares outstand ing of Zynga Class A Common Stock held by such Managed Portfoli os. However, Janus Capital does not have the right to receive any dividend s from, or the proceeds from the sale of, the securiti es held in the Managed Portfoli os and disclaim s any ownershi p associat ed with such rights. Item 5. Ownershi p of Five Percent or Less of a Class Not applicab le. Item 6. Ownershi p of More than Five Percent on Behalf of Another Person The Managed Portfoli os, set forth in Item 4 above, have the right to receive all dividend s from, and the proceeds from the sale of, the securiti es held in their respecti ve accounts .. The interest of any one such person does not exceed 5% of the class of securiti es. These shares were acquired in the ordinary course of business , and not with the purpose of changing or influenc ing control of the Issuer. Item 7. Identifi cation and Classifi cation of the Subsidia ry Which Acquired the Security Being Reported on by the Parent Holding Company Not applicab le. Item 8. Identifi cation and Classifi cation of Members of the Group Not applicab le. Item 9. Notice of Dissolut ion of Group Not applicab le. Item 10. Certific ation By signing below I certify that, to the best of my knowledg e and belief, the securiti es referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influenc ing the control of the issuer of such securiti es and were not acquired in connecti on with or as a particip ant in any transact ion having such purposes or effect. SIGNATUR ES After reasonab le inquiry and to the best of my knowledg e and belief, I certify that the informat ion set forth in this statemen t is true, complete and correct. JANUS CAPITAL MANAGEME NT LLC By /s/ David R. Kowalski 8/10/201 2 David R. Kowalski , Date Senior Vice Presiden t and CCO