SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Yuan Eric S.

(Last) (First) (Middle)
C/O ZOOM VIDEO COMMUNICATIONS, INC.
55 ALMADEN BOULEVARD, 6TH FLOOR

(Street)
SAN JOSE CA 95113

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Zoom Video Communications, Inc. [ ZM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
12/04/2023
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Rule 10b5-1(c) Transaction Indication

X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 12/04/2023 C 11,207 A $0 11,207 D
Class A Common Stock 12/04/2023 S(1) 9,874 D $67.7128(2) 1,333 D
Class A Common Stock 12/04/2023 S(1) 533 D $68.4779(3) 800 D
Class A Common Stock 12/04/2023 S(1) 800 D $69.5477(4) 0 D
Class A Common Stock 12/04/2023 S(1) 400 D $66.3434(5) 86,712 I See footnote(6)
Class A Common Stock 12/04/2023 S(1) 2,021 D $67.1519(7) 84,691 I See footnote(6)
Class A Common Stock 12/05/2023 C(1) 11,207 A $0 11,207 D
Class A Common Stock 12/05/2023 S(1) 6,254 D $67.7242(8) 4,953 D
Class A Common Stock 12/05/2023 S(1) 4,953 D $68.8921(9) 0 D
Class A Common Stock 12/05/2023 S(1) 2,421 D $67.3667(10) 82,270 I See footnote(6)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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) $3.77 12/04/2023 M 11,207 (11) 09/24/2028 Class B Common Stock(12) 11,207 $0 11,207 D
Class B Common Stock (12) 12/04/2023 M 11,207 (12) (12) Class A Common Stock 11,207 $0 11,207 D
Class B Common Stock (12) 12/04/2023 C 11,207 (12) (12) Class A Common Stock 11,207 $0 0 D
Employee Stock Option (right to buy) $3.77 12/05/2023 M 11,207 (11) 09/24/2028 Class B Common Stock(12) 11,207 $0 0 D
Class B Common Stock (12) 12/05/2023 M 11,207 (12) (12) Class A Common Stock 11,207 $0 11,207 D
Class B Common Stock (12) 12/05/2023 C 11,207 (12) (12) Class A Common Stock 11,207 $0 0 D
Restricted Stock Units (13) (14) (14) Class A Common Stock 421,094 421,094 D
Restricted Stock Units (13) (15) (15) Class A Common Stock 13,851 13,851 D
Restricted Stock Units (13) (16) (16) Class A Common Stock 331,899 331,899 D
Class B Common Stock (12) (12) (12) Class A Common Stock 22,527,492 22,527,492 I See footnote(6)
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 $67.25 to $68.21. 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 $68.25 to $69.19. 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 $69.325 to $69.74. 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 $65.925 to $66.85. 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 shares are held of record by Zheng Yuan and Hongyu Zhang, cotrustees of the the 2018 Yuan and Zhang Revocable Trust, for which the Reporting Person and the Reporting Person's spouse serve as cotrustees.
7. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $67.01 to $67.25. 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 $67.47 to $68.425. 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 price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $68.495 to $69.20. 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.
10. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $67.23 to $67.47. 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.
11. This option is fully vested.
12. 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.
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 July 8, 2022, which will vest in equal quarterly installments over four years.
15. The reporting person received an award of restricted stock units on April 6, 2023, 100% of which will vest on the first anniversary date of the grant.
16. The Reporting Person received an award of restricted stock units on July 11, 2023 which will vest in equal quarterly installments over three years.
Remarks:
/s/ Aparna Bawa, Attorney-in-Fact 12/06/2023
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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