0000899243-18-007562.txt : 20180315 0000899243-18-007562.hdr.sgml : 20180315 20180315162849 ACCESSION NUMBER: 0000899243-18-007562 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180315 FILED AS OF DATE: 20180315 DATE AS OF CHANGE: 20180315 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Raj Nehal CENTRAL INDEX KEY: 0001733964 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38413 FILM NUMBER: 18692801 MAIL ADDRESS: STREET 1: C/O TPG GLOBAL, LLC STREET 2: 301 COMMERCE STREET, SUITE 3300 CITY: FORT WORTH STATE: TX ZIP: 76102 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Zscaler, Inc. CENTRAL INDEX KEY: 0001713683 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 261173892 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 BUSINESS ADDRESS: STREET 1: 110 ROSE ORCHARD WAY CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: (408) 533-0288 MAIL ADDRESS: STREET 1: 110 ROSE ORCHARD WAY CITY: SAN JOSE STATE: CA ZIP: 95134 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2018-03-15 0 0001713683 Zscaler, Inc. ZS 0001733964 Raj Nehal C/O TPG GLOBAL, LLC 301 COMMERCE STREET, SUITE 3300 FORT WORTH TX 76102 1 0 0 0 No securities are beneficially owned 0 D The reporting person is a TPG Partner. TPG is affiliated with TPG Zookeeper (A), L.P. ("TPG Zookeeper (A)") which directly holds 7,607,674 shares of Series D Convertible Preferred Stock of Zscaler, Inc. (the "Issuer") and TPG Zookeeper (B), L.P. ("TPG Zookeeper (B)" and together with TPG Zookeeper (A), the "TPG Funds"), which directly holds 1,538,803 shares of Series D Convertible Preferred Stock of the Issuer. The reporting person disclaims beneficial ownership of all of the securities that are or may be beneficially owned by TPG Funds or any of their affiliates. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities of the Issuer for purposes of Section 16 of the Exchange Act or otherwise. Exhibit 24 - Power of Attorney /s/ Torrie Nute, by power of attorney 2018-03-15 EX-24 2 attachment1.htm EX-24 DOCUMENT

                                                                      Exhibit 24

                               POWER OF ATTORNEY

          The undersigned, as a Section 16 reporting person of Zscaler, Inc.
(the "Company"), hereby constitutes and appoints Remo Canessa, Robert Schlossman
and Torrie Nute, and each of them, as the undersigned's true and lawful
attorney-in-fact to:

          1.  prepare, execute in the undersigned's name and on the
              undersigned's behalf, and submit to the Securities and Exchange
              Commission (the "SEC") a Form ID, including amendments thereto,
              and any other documents necessary or appropriate to obtain EDGAR
              codes and passwords enabling the undersigned to make electronic
              filings with the SEC of reports required by Section 16(a) of the
              Securities Exchange Act of 1934 or any rule or regulation of the
              SEC;

          2.  complete and execute Forms 3, 4 and 5 and other forms and all
              amendments thereto as such attorney-in-fact shall in his
              discretion determine to be required or advisable pursuant to
              Section 16 of the Securities Exchange Act of 1934 (as amended) and
              the rules and regulations promulgated thereunder, or any successor
              laws and regulations, as a consequence of the undersigned's
              ownership, acquisition or disposition of securities of the
              Company; and

          3.  do all acts necessary in order to file such forms with the SEC,
              any securities exchange or national association, the Company and
              such other person or agency as the attorneys-in-fact shall deem
              appropriate.

          The undersigned hereby ratifies and confirms all that said attorneys-
in-fact and agents shall do or cause to be done by virtue hereof.  The
undersigned acknowledges that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is the
Company assuming, any of the undersigned's responsibilities to comply with
Section 16 of the Securities Exchange Act of 1934 (as amended).

          This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
Company and the foregoing attorneys-in-fact.

          IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 27th day of February, 2018.


                                        Signature: /s/ Nehal Raj
                                                   -----------------------------

                                        Print Name: Nehal Raj
                                                    ----------------------------