Form 4: Zuora Director John D. Harkey Jr. Reports Share Cancellation and Conversion Following Merger

Sentiment:

SEC Form 4 Filing


John D. Harkey Jr., a director of Zuora Inc., reports the cancellation and conversion of his Class A Common Stock and restricted stock units (RSUs) into cash following the merger with Zodiac Purchase, L.L.C.

Summary

  • This Form 4 filing reports changes in beneficial ownership for John D. Harkey Jr., a director of Zuora Inc.
  • On February 14, 2025, Zuora merged with Zodiac Purchase, L.L.C., resulting in the cancellation of Harkey's Class A Common Stock.
  • Each share of Class A Common Stock was converted into the right to receive $10.00 in cash.
  • Harkey's restricted stock units (RSUs) were also converted into the right to receive cash, calculated by multiplying the number of shares subject to the RSU by the merger consideration of $10.00.
  • The converted RSUs will vest according to the original vesting schedule.

Sentiment

Score: 5

Explanation: The document is a standard SEC filing related to a merger, so the sentiment is neutral.

Future Outlook

The Converted RSU Award will vest and become payable subject to and in accordance with the same vesting schedule and other terms and conditions applicable to the corresponding RSU immediately prior to the Effective Time, including any acceleration of vesting provisions.

Industry Context

This announcement reflects a completed merger transaction, which is a common occurrence in the technology industry as companies seek growth, consolidation, or strategic realignment.

Stakeholder Impact

  • Shareholders received $10.00 per share in cash as a result of the merger.
  • Employees with RSUs will have their awards converted to cash, vesting according to the original schedule.

Key Dates

DateDescription
10/17/2024Date of the Agreement and Plan of Merger between Zodiac Purchase, L.L.C. and Zuora.
02/14/2025Effective date of the merger, cancellation of shares, and conversion of RSUs.

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