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*
(Street)
| 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) 09/04/2022 | ||||||||||||||||||||||||||
| 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 | 09/04/2022 | M | 1,710 | A | $0 | 72,241(1) | I | See footnote(2) | ||
| Class A Common Stock | 09/04/2022 | F | 815(3) | D | $80.56 | 71,426(1) | I | See footnote(2) | ||
| 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 | ||||||||
| Restricted Stock Units | (4) | (5) | (5) | Class A Common Stock | 6,315 | 6,315 | D | ||||||||
| Restricted Stock Units | (4) | (6) | (6) | Class A Common Stock | 191,406 | 191,406 | D | ||||||||
| Restricted Stock Units | (4) | (7) | (7) | Class A Common Stock | 31,284 | 31,284 | D | ||||||||
| Restricted Stock Units | (4) | 09/04/2022 | M | 1,710 | (8) | (8) | Class A Common Stock | 1,710 | $0 | 13,684 | D | ||||
| Explanation of Responses: |
| 1. The shares were issued pursuant to an option grant that was early exercised by the Reporting Person. The option grant became fully vested on September 5, 2022. |
| 2. The shares are held of record by Rafik Bawa and Aparna Bawa, as Trustees of the Bawa Family Trust under agreement dated November 12, 2013, for which the Reporting Person and the Reporting Person's spouse serve as trustees. |
| 3. Shares withheld by Issuer to satisfy the tax withholding obligation in connection with the vesting of Restricted Stock Units. |
| 4. Each restricted stock unit represents a contingent right to receive one share of Issuer's Class A Common Stock. |
| 5. The reporting person received an award of restricted stock units on April 8, 2022, 100% of which will vest on the first anniversary date of the grant. |
| 6. The reporting person received an award of restricted stock units on July 8, 2022, which will vest in equal quarterly installments over four years. |
| 7. The Reporting Person received an award of restricted stock units on April 8, 2022, which will vest in equal quarterly installments over two years. |
| 8. On July 23, 2020, the Compensation Committee approved an award of restricted stock units to be granted to the Reporting Person, effective September 4, 2020 (the "RSU"). The number of shares of the Issuer's Class A Common Stock issuable under the RSU was determined by dividing $7,000,000 by the average closing price of the Issuer's Class A Common Stock over the sixty (60) day trading period ending seven days prior to the September 4, 2020 grant date and rounding up to the nearest whole share. The RSU vests as to 1/4th of the shares subject to the RSU on the one-year anniversary of the grant date, with1/12 of the remaining shares vesting in equal quarterly installments over the next three years subject to the Reporting Person's continuous service as of such vesting dates. The RSU is subject to accelerated vesting in the event of termination of employment by the Reporting Person under certain circumstances in connection with a change in control of the Issuer. |
| Remarks: |
| /s/ Aparna Bawa | 09/07/2022 | |
| ** 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. | ||