Statement of Changes in Beneficial Ownership (4)
September 21 2021 - 5:39PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Steckelberg Kelly |
2. Issuer Name and Ticker or Trading Symbol
Zoom Video Communications, Inc.
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ZM
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Financial Officer |
(Last)
(First)
(Middle)
C/O ZOOM VIDEO COMMUNICATIONS, INC., 55 ALMADEN BOULEVARD, 6TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/17/2021 |
(Street)
SAN JOSE, CA 95113
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 9/17/2021 | | C | | 6700 | A | $0 | 6700 | D | |
Class A Common Stock | 9/17/2021 | | S(1) | | 300 | D | $278.8667 (2) | 6400 | D | |
Class A Common Stock | 9/17/2021 | | S(1) | | 100 | D | $279.79 | 6300 | D | |
Class A Common Stock | 9/17/2021 | | S(1) | | 1100 | D | $281.7745 (3) | 5200 | D | |
Class A Common Stock | 9/17/2021 | | S(1) | | 800 | D | $282.751 (4) | 4400 | D | |
Class A Common Stock | 9/17/2021 | | S(1) | | 1640 | D | $284.1091 (5) | 2760 | D | |
Class A Common Stock | 9/17/2021 | | S(1) | | 800 | D | $285.4288 (6) | 1960 | D | |
Class A Common Stock | 9/17/2021 | | S(1) | | 1600 | D | $286.3333 (7) | 360 | D | |
Class A Common Stock | 9/17/2021 | | S(1) | | 360 | D | $287.3097 (8) | 0 | D | |
Class A Common Stock | | | | | | | | 2022 | I | See footnote (9) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Employee Stock Option (right to buy) | $1.31 | 9/17/2021 | | M | | | 6700 | (10) | 1/6/2028 | Class B Common Stock (11) | 6700.0 | $0 | 844800 | D | |
Class B Common Stock | $0.0 | 9/17/2021 | | M | | 6700 | | (11) | (11) | Class A Common Stock | 6700.0 | $0 | 6700 | D | |
Class B Common Stock | $0.0 | 9/17/2021 | | C | | | 6700 | (11) | (11) | Class A Common Stock | 6700.0 | $0 | 0 | D | |
Employee Stock Option (right to buy) | $3.77 | | | | | | | (12) | 9/24/2028 | Class B Common Stock (11) | 100000.0 | | 100000 | D | |
Restricted Stock Units | (13) | | | | | | | (14) | (14) | Class A Common Stock | 225.0 | | 225 | D | |
Explanation of Responses: |
(1) | The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person. |
(2) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $278.52 to $279.14. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth above. |
(3) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $281.33 to $282.28. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth above. |
(4) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $282.44 to $283.31. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth above. |
(5) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $283.61 to $284.48. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth above. |
(6) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $284.85 to $285.83. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth above. |
(7) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $285.96 to $286.81. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth above. |
(8) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $287.21 to $287.37. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth above. |
(9) | The shares are held of record by Kelly Steckelberg Trust dated July 29, 2006, for which the Reporting Person serves as trustee. |
(10) | 1/4 of the shares subject to the option vested on November 6, 2018, and 1/48 of the shares vest monthly thereafter. The shares subject to this option are early exercisable, subject to the Issuer's right to repurchase. |
(11) | Each share of Class B Common Stock is convertible at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock upon (a) other than Eric S. Yuan, the death of the Reporting Person, or (b) any transfer by the Reporting Person except certain "Permitted Transfers" described in the Issuer's certificate of incorporation. All outstanding shares of Class B Common Stock will convert into shares of Class A Common Stock upon the earliest of (i) six months following the death or incapacity of Mr. Yuan, (ii) six months following the date that Mr. Yuan ceases providing services to the Issuer, (iii) the date specified by the holders of a majority of the shares of Class B Common Stock, and (iv) the 15-year anniversary of the closing of the Issuer's initial public offering. |
(12) | 1/48 of the shares subject to the option vests in equal monthly installments commencing one month from September 24, 2018. The shares subject to this option are early exercisable, subject to the Issuer's right to repurchase. |
(13) | Each restricted stock unit represents a contingent right to receive one share of Issuer's Class A Common Stock. |
(14) | The reporting person received an award of restricted stock units on June 8, 2020, 1/2 of which will vest on the first anniversary date of the grant, and 1/2 of which will vest on the second anniversary date of the grant. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Steckelberg Kelly C/O ZOOM VIDEO COMMUNICATIONS, INC. 55 ALMADEN BOULEVARD, 6TH FLOOR SAN JOSE, CA 95113 |
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| Chief Financial Officer |
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Signatures
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/s/ Aparna Bawa, Attorney-in-Fact | | 9/21/2021 |
**Signature of Reporting Person | Date |
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