0001209191-14-033920.txt : 20140514
0001209191-14-033920.hdr.sgml : 20140514
20140514213311
ACCESSION NUMBER: 0001209191-14-033920
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20140514
FILED AS OF DATE: 20140514
DATE AS OF CHANGE: 20140514
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Zendesk, Inc.
CENTRAL INDEX KEY: 0001463172
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 989 MARKET STREET, SUITE 300
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94103
BUSINESS PHONE: (415) 418-7506
MAIL ADDRESS:
STREET 1: 989 MARKET STREET, SUITE 300
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94103
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GURLEY J WILLIAM
CENTRAL INDEX KEY: 0001190191
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36456
FILM NUMBER: 14843489
MAIL ADDRESS:
STREET 1: 2480 SAND HILL ROAD
STREET 2: SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cohler Matt
CENTRAL INDEX KEY: 0001572685
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36456
FILM NUMBER: 14843491
MAIL ADDRESS:
STREET 1: 2480 SAND HILL ROAD, SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BALKANSKI ALEXANDRE
CENTRAL INDEX KEY: 0001190192
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36456
FILM NUMBER: 14843492
MAIL ADDRESS:
STREET 1: 2480 SAND HILL ROAD
STREET 2: SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Benchmark Founders Fund VI-B, L.P.
CENTRAL INDEX KEY: 0001572570
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36456
FILM NUMBER: 14843493
BUSINESS ADDRESS:
STREET 1: 2480 SAND HILL ROAD, SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: (650) 854-8180
MAIL ADDRESS:
STREET 1: 2480 SAND HILL ROAD, SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BENCHMARK FOUNDERS FUND VI LP
CENTRAL INDEX KEY: 0001432812
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36456
FILM NUMBER: 14843494
BUSINESS ADDRESS:
STREET 1: 2480 SAND HILL ROAD
STREET 2: SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-854-8180
MAIL ADDRESS:
STREET 1: 2480 SAND HILL ROAD
STREET 2: SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Benchmark Capital Management Co. VI, L.L.C.
CENTRAL INDEX KEY: 0001572569
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36456
FILM NUMBER: 14843496
BUSINESS ADDRESS:
STREET 1: 2480 SAND HILL ROAD, SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: (650) 854-8180
MAIL ADDRESS:
STREET 1: 2480 SAND HILL ROAD, SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DUNLEVIE BRUCE
CENTRAL INDEX KEY: 0001190211
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36456
FILM NUMBER: 14843490
MAIL ADDRESS:
STREET 1: 2480 SAND HILL ROAD
STREET 2: SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BENCHMARK CAPITAL PARTNERS VI LP
CENTRAL INDEX KEY: 0001426303
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36456
FILM NUMBER: 14843495
BUSINESS ADDRESS:
STREET 1: 280 SAND HILL ROAD
STREET 2: SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-854-8180
MAIL ADDRESS:
STREET 1: 280 SAND HILL ROAD
STREET 2: SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2014-05-14
0
0001463172
Zendesk, Inc.
ZEN
0001572569
Benchmark Capital Management Co. VI, L.L.C.
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001426303
BENCHMARK CAPITAL PARTNERS VI LP
2480 SAND HILL ROAD
SUITE 200
MENLO PARK
CA
94025
0
0
1
0
0001432812
BENCHMARK FOUNDERS FUND VI LP
C/O BENCHMARK CAPITAL
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001572570
Benchmark Founders Fund VI-B, L.P.
C/O BENCHMARK CAPITAL
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001190192
BALKANSKI ALEXANDRE
C/O BENCHMARK CAPITAL
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001572685
Cohler Matt
C/O BENCHMARK CAPITAL
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001190211
DUNLEVIE BRUCE
C/O BENCHMARK CAPITAL
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001190191
GURLEY J WILLIAM
C/O BENCHMARK CAPITAL
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
Series B Common Stock
Series A Common Stock
47073
I
By Benchmark Capital Partners VI, L.P
Series B Preferred Stock
Series A Common Stock
9857428
I
Benchmark Capital Partners VI, L.P.
Series C Preferred Stock
Series A Common Stock
773984
I
Benchmark Capital Partners VI, L.P.
Series D Preferred Stock
Series A Common Stock
50482
I
Benchmark Capital Partners VI, L.P.
Each share of Series B Common Stock automatically converts into Series A Common Stock on a 1-for-1 basis immediately prior to the closing of the Issuer's initial public offering of Common Stock and has no expiration date nor conversion price.
Shares held of record by Benchmark Capital Partners VI, L.P. ("BCP VI"), as nominee for BCP VI, Benchmark Founders' Fund VI, L.P. ("BFF VI"), Benchmark Founders' Fund VI-B, L.P. ("BFF IV-B") and related persons. Benchmark Capital Management Co. VI, L.L.C., the general partner of each of BCP VI, BFF VI and BFF VI-B, may be deemed to have sole voting and investment power over such shares.
Each share of Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock automatically converts into Series A Common Stock on a 1-for-1 basis immediately prior to the closing of the Issuer's initial public offering of Common Stock and has no expiration date nor conversion price.
Alexandre Balkanski, Matthew R.Cohler, Bruce W. Dunlevie, Peter H. Fenton, J. William Gurley, Kevin R. Harvey, Robert Kagle, Mitchell H. Lasky and Steven M. Spurlock are the managing members of Benchmark Capital Management Co. VI, L.L.C., which serves as general partner to Benchmark Capital Partners VI, L.P., Benchmark Founders' Fund VI, L.P. and Benchmark Founders' Fund VI-B, L.P., and may be deemed to share voting and investment power over the shares beneficially held by such entities. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pecuniary interest in such securities). *This report is one of three reports, each on a separate Form 3, but relating to the same transaction being filed by entities affiliated with Benchmark Capital and their applicable member*.
Benchmark Capital Management Co. VI, L.L.C.
/s/ Steven M. Spurlock, Managing Member
2014-05-14
Benchmark Capital Partners VI, L.P., by Benchmark Capital Management Co. VI, L.L.C., its general partner /s/ Steven M. Spurlock, Managing Member
2014-05-14
Benchmark Founders' Fund VI LP, by Benchmark Capital Management Co. VI, L.L.C., its general partner /s/ Steven M. Spurlock, Managing Member
2014-05-14
Benchmark Founders Fund VI-B, L.P., by Benchmark Capital Management Co. VI, L.L.C., its general partner /s/ Steven M. Spurlock, Managing Member
2014-05-14
/s/ Steven M. Spurlock, Designated Filer and Authorized Signatory
2014-05-14
/s/ Steven M. Spurlock, Designated Filer and Authorized Signatory
2014-05-14
/s/ Steven M. Spurlock, Designated Filer and Authorized Signatory
2014-05-14
/s/ Steven M. Spurlock, Designated Filer and Authorized Signatory
2014-05-14
EX-24.3_522576
2
poa.txt
POA DOCUMENT
AGREEMENT TO FILE JOINTLY AND STATEMENT APPOINTING DESIGNATED FILER
ANDAUTHORIZED SIGNATORY
Each of the undersigned entities and individuals (collectively, the "Reporting
Persons") hereby authorizes and designates Benchmark Capital Management Co. VI,
L.L.C. or such other person or entity as is designated in writing by Steven M.
Spurlock (the "Designated Filer") as the beneficial owner to prepare and file on
behalf of such Reporting Person individually, or jointly together with the other
Reporting Persons, any and all reports, notices, communications and other
documents (including, but not limited to, reports on Schedule 13D, Schedule 13G,
Form 3, Form 4 and Form 5) that such Reporting Person may be required to file
with the United States Securities and Exchange Commission pursuant to the
Securities Act of 1933, as amended (together with the implementing regulations
thereto, the "Act"), the Securities Exchange Act of 1934, as amended (together
with the implementing regulations thereto, the "Exchange Act") or any other
state or federal agency (collectively, the "Reports") with respect to the
Reporting Person's ownership of, or transactions in, securities of any entity
whose securities are beneficially owned (directly or indirectly) by such
Reporting Person (collectively, the "Companies").
Each Reporting Person hereby further authorizes and designates Steven M.
Spurlock (the "Authorized Signatory") to execute and file on behalf of such
Reporting Person the Reports and to perform any and all other acts, which in the
opinion of the Designated Filer or Authorized Signatory may be necessary or
incidental to the performance of the foregoing powers herein granted.
The authority of the Designated Filer and the Authorized Signatory under this
Document with respect to each Reporting Person shall continue until such
Reporting Person is no longer required to file any Reports with respect to the
Reporting Person's ownership of, or transactions in, the securities of the
Companies, unless earlier revoked in writing. Each Reporting Person
acknowledges that the Designated Filer and the Authorized Signatory are not
assuming any of the Reporting Person's responsibilities to comply with the Act
or the Exchange Act.
March 21, 2013
BENCHMARK CAPITAL MANAGEMENT CO. VI, L.L.C.,
a Delaware Limited Liability Company
/s/ Steven M. Spurlock, Managing Member
BENCHMARK CAPITAL PARTNERS VI, L.P.,
a Delaware Limited Partnership
By: Benchmark Capital Management Co. VI, L.L.C.,
a Delaware Limited Liability Company,
Its General Partner
/s/ Steven M. Spurlock, Managing Member
BENCHMARK FOUNDERS' FUND VI, L.P.,
a Delaware Limited Partnership
By: Benchmark Capital Management Co. VI, L.L.C.,
a Delaware Limited Liability Company,
Its General Partner
/s/ Steven M. Spurlock, Managing Member
BENCHMARK FOUNDERS' FUND VI-B, L.P.,
a Delaware Limited Partnership
By: Benchmark Capital Management Co. VI, L.L.C.,
a Delaware Limited Liability Company,
Its General Partner
/s/ Steven M. Spurlock, Managing Member
/s/ Alexandre Balkanski
/s/ Bruce W. Dunlevie
/s/ J. William Gurley
/s/ Kevin R. Harvey
/s/ Robert C. Kagle
/s/ Mitchell H. Lasky
/s/ Peter H. Fenton
/s/ Matthew R. Cohler