0001209191-20-019826.txt : 20200317
0001209191-20-019826.hdr.sgml : 20200317
20200317201518
ACCESSION NUMBER: 0001209191-20-019826
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200315
FILED AS OF DATE: 20200317
DATE AS OF CHANGE: 20200317
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Ryan Jeffrey Miles
CENTRAL INDEX KEY: 0001739097
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35375
FILM NUMBER: 20722809
MAIL ADDRESS:
STREET 1: C/O ZYNGA INC.
STREET 2: 699 8TH STREET
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94103
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ZYNGA INC
CENTRAL INDEX KEY: 0001439404
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374]
IRS NUMBER: 421733483
FISCAL YEAR END: 1231
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
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2020-03-15
0
0001439404
ZYNGA INC
ZNGA
0001739097
Ryan Jeffrey Miles
C/O ZYNGA INC. 699 8TH STREET
SAN FRANCISCO
CA
94103
0
1
0
0
Chief People Officer
Class A Common Stock
2020-03-15
4
M
0
56250
A
73224
D
Class A Common Stock
2020-03-15
4
F
0
19452
6.55
D
53772
D
Class A Common Stock
2020-03-15
4
M
0
34861
A
88633
D
Class A Common Stock
2020-03-15
4
F
0
12331
6.55
D
76302
D
Class A Common Stock
2020-03-16
4
M
0
15625
4.04
A
91927
D
Class A Common Stock
2020-03-16
4
M
0
72614
5.37
A
164541
D
Class A Common Stock
2020-03-16
4
S
0
147567
6.01
D
16974
D
Restricted Stock Unit
2020-03-15
4
M
0
56250
0.00
D
2024-12-15
Class A Common Stock
56250
393750
D
Restricted Stock Unit
2020-03-15
4
M
0
34861
0.00
D
2026-03-15
Class A Common Stock
34861
104581
D
Performance Stock Unit
2020-03-15
4
A
0
59347
0.00
A
2027-03-15
Class A Common Stock
59347
59347
D
Restricted Stock Unit
2020-03-15
4
A
0
118694
0.00
A
2027-03-15
Class A Common Stock
118694
118694
D
Stock Option (Right to Buy
6.55
2020-03-15
4
A
0
170212
0.00
A
2030-03-15
Class A Common Stock
170212
170212
D
Stock Option (Right to Buy)
4.04
2020-03-16
4
M
0
15625
0.00
D
2027-12-15
Class A Common Stock
15625
109375
D
Stock Option (Right to Buy)
5.37
2020-03-16
4
M
0
72614
0.00
D
2029-03-15
Class A Common Stock
72614
217842
D
Each restricted stock unit represents a contingent right to receive 1 share of the Issuer's Class A Common Stock upon vest.
Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of the restricted stock units described in Table II.
The transaction was effected pursuant to a Rule 10b5-1 plan adopted on 08/14/2019.
The reported price is a weighted average price (rounded to the nearest cent). These shares were sold in multiple transactions at prices ranging from $6.00 to $6.12, 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 range set forth in this footnote.
25% of the shares subject to the award vested on December 15, 2018, and 6.25% of the shares subject to the award vest quarterly thereafter, generally subject to continued service to the Issuer through each vesting date.
25% of the shares subject to the award vested on March 15, 2020, and 6.25% of the shares subject to the award vest quarterly thereafter, generally subject to continued service to the Issuer through each vesting date.
Each PSU represents a contingent right to receive a share of the Issuer's Class A common stock based upon the achievement of a specified financial metric (the Issuer's annual operating cash flow). Once the number of earned shares (if any) subject to the PSUs have been determined, 25% of the earned shares will vest on March 15, 2021, and 6.25% of the earned shares will vest quarterly thereafter, generally subject to the reporting person's continued service to the Issuer through each vesting date. The number of shares reported herein is a target number, and the actual number of shares issuable pursuant to the PSU will range from 0-120% of the number of target shares.
25% of the shares subject to the award will vest on March 15, 2021, and 6.25% of the shares subject to the award vest quarterly thereafter for a period of four years after the commencement date, generally subject to continued service to the Issuer through each vesting date.
The exercise price of each stock option is the closing sales price of the Issuer's Class A common stock on the NASDAQ Stock Market on March 13, 2020 (the most recent prior trading day prior to the time of grant).
/s/ Matt Tolland, as attorney-in-fact for Jeffrey M. Ryan
2020-03-17