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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Zoom Video Communications, Inc. [ ZM ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/23/2019 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 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 | 04/23/2019 | C(1) | 507,243 | A | $0.00 | 507,243 | D(2) | |||
Class A Common Stock | 04/23/2019 | S | 507,243 | D | $34.2(3) | 0 | D(2) | |||
Class A Common Stock | 04/23/2019 | P | 350,000 | A | $36 | 350,000 | I | By Bonus Goal International Limited(4) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Series A Convertible Preferred Stock | (5) | 04/23/2019 | C(5) | 292,386 | (5) | (5) | Class B Common Stock | 292,386 | $0.00 | 0 | D(2) | ||||
Series B Convertible Preferred Stock | (5) | 04/23/2019 | C(5) | 11,934,360 | (5) | (5) | Class B Common Stock | 11,934,360 | $0.00 | 0 | D(2) | ||||
Series C Convertible Preferred Stock | (5) | 04/23/2019 | C(5) | 2,396,020 | (5) | (5) | Class B Common Stock | 2,396,020 | $0.00 | 0 | D(2) | ||||
Class B Common Stock | (1) | 04/23/2019 | C(5) | 14,622,766 | (1) | (1) | Class A Common Stock | 14,622,766 | $0.00 | 14,715,641 | D(2) | ||||
Class B Common Stock | (1) | 04/23/2019 | C | 507,243 | (1) | (1) | Class A Common Stock | 507,243 | $0.00 | 14,208,398 | D(2) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. Each share of Class B Common Stock is convertible at the option of the Reporting Person into one (1) share of Class A Common Stock, and has no expiration date. Each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon certain events specified in the Issuer's certificate of incorporation. In connection with the sale of the Class A Common Stock by certain Reporting Persons as reported above, each share of Class B Common Stock converted into one (1) share of Class A Common Stock. |
2. Shares held directly by Bucantini Enterprises Limited ("Bucantini"). The sole shareholder of Bucantini is Prime Doyen Limited ("Prime Doyen"), the sole shareholder of Prime Doyen is Mayspin Management Limited ("Mayspin"), and the sole shareholder of Mayspin is Li Ka Shing ("Li Ka Shing"). Each of the reporting persons on this filing disclaims Section 16 beneficial ownership of the shares, except to the extent, if any, of its or his pecuniary interest therein, and this report shall not be deemed an admission that it is the beneficial owner of such shares for Section 16 or any other purpose. |
3. Bucantini sold shares to the underwriters in connection with the closing of the Issuer's initial public offering. The reported sale price reflects the price at which Bucantini sold shares to the underwriters, which is net of underwriting commissions. |
4. Shares purchased by Bonus Goal International Limited ("Bonus Goal") from the underwriters at the closing of the Issuer's initial public offering of Class A Common Stock (the "IPO"). Bonus Goal is wholly-owned by Mayspin, which is wholly-owned by Li Ka Shing. Each of the reporting persons on this filing disclaims Section 16 beneficial ownership of the shares, except to the extent, if any, of its or his pecuniary interest therein, and this report shall not be deemed an admission that it is the beneficial owner of such shares for Section 16 or any other purpose. |
5. Each share of convertible preferred stock automatically converted into one (1) share of Class B Common Stock immediately prior to the closing of the IPO, and had no expiration date. |
Remarks: |
Bucantini Enterprises Limited, By: /s/ Pau Yee Wan Ezra, Director | 05/07/2019 | |
Prime Doyen Limited, By: /s/ Pau Yee Wan Ezra, Director | 05/07/2019 | |
Mayspin Management Limited, By: /s/ Pau Yee Wan Ezra, Director | 05/07/2019 | |
/s/ Li Ka Shing | 05/07/2019 | |
** 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |