{"transactions":[{"id":1259623,"issuer":{"id":16054,"kind":"organization","name":"ZUORA INC","symbol":"ZUO"},"owners":[{"id":83049,"kind":"person","name":"SLAA II (GP), L.L.C.","position":1,"cik":"0001917859","reported_name":"SLAA II (GP), L.L.C.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":10557,"kind":"person","name":"Silver Lake Group, L.L.C.","position":2,"cik":"0001418226","reported_name":"Silver Lake Group, L.L.C.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":83050,"kind":"person","name":"Silver Lake Alpine Associates II, L.P.","position":3,"cik":"0001917866","reported_name":"Silver Lake Alpine Associates II, L.P.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":83051,"kind":"person","name":"SL Alpine II Aggregator GP, L.L.C.","position":4,"cik":"0001917870","reported_name":"SL Alpine II Aggregator GP, L.L.C.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":83052,"kind":"person","name":"SLA Zurich GP, L.L.C.","position":5,"cik":"0001917860","reported_name":"SLA Zurich GP, L.L.C.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":83053,"kind":"person","name":"SLA Zurich Aggregator, L.P.","position":6,"cik":"0001917533","reported_name":"SLA Zurich Aggregator, L.P.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":83054,"kind":"person","name":"SLA Zurich Holdings, L.P.","position":7,"cik":"0001917526","reported_name":"SLA Zurich Holdings, L.P.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":23391,"kind":"person","name":"Osnoss Joseph","position":8,"cik":"0001603955","reported_name":"Osnoss Joseph","relationship":{"director":true,"officer":false,"ten_percent_owner":false,"other":false}}],"security":"3.95% / 5.50% Convertible Senior PIK Toggle Notes due 2029","published_at":"2025-02-19T16:30:10.000Z","date":"2025-02-14","kind":"other","planned":false,"acquired":false,"reported_value":296933243,"ownership":{"direct":false,"nature":"See footnote"},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F1","text":"The conversion rate of 50.000 shares of Class A Common Stock, par value $0.0001 per share ( the \"Class A Common Stock\") per $1,000 principal amount of Convertible Notes (as defined below) is equivalent to a conversion price of approximately $20.00 per share of Class A Common Stock."},{"field":"kind","element":"transactionCoding","label":"F6","text":"Immediately prior to the closing of the Merger, SLA II CM contributed $296,933,243 aggregate principal amount of the Convertible Notes (the \"Contributed Notes\") to an indirect parent company of Parent and after the closing of the Merger, the Contributed Notes will be contributed further down to the Issuer to be cancelled."},{"field":"price","element":"transactionPricePerShare","label":"F6","text":"Immediately prior to the closing of the Merger, SLA II CM contributed $296,933,243 aggregate principal amount of the Convertible Notes (the \"Contributed Notes\") to an indirect parent company of Parent and after the closing of the Merger, the Contributed Notes will be contributed further down to the Issuer to be cancelled."},{"field":"derivative.exercise_date","element":"exerciseDate","label":"F4","text":"The Convertible Notes were to mature on March 31, 2029, subject to earlier repurchase or conversion in accordance with their terms."},{"field":"derivative.expiration_date","element":"expirationDate","label":"F4","text":"The Convertible Notes were to mature on March 31, 2029, subject to earlier repurchase or conversion in accordance with their terms."},{"field":"ownership.nature","element":"natureOfOwnership","label":"F5","text":"Represents Convertible Notes held by SLA II CM, an entity indirectly controlled by SL Alpine II Aggregator GP, L.L.C. (\"SLA Aggregator\"). Immediately prior to the Merger, these Convertible Notes, which were held by SLA Zurich Holdings, were then contributed to SLA II CM. SLA Zurich GP, L.L.C. (\"SLA Zurich GP\") is the general partner of SLA Zurich Holdings. SLA Aggregator is the sole member of SLA Zurich GP.  Silver Lake Alpine Associates II, L.P. (\"SLAA\") is the managing member of SLA Aggregator. SLAA II (GP), L.L.C. (\"SLAA GP\") is the general partner of SLAA. SLG is the managing member of SLAA GP. Mr. Joseph Osnoss serves as a director of the Issuer and is a Managing Partner and Managing Member of SLG. Each of SLA II CM, SLA Zurich Holdings, SLA Zurich Aggregator, SLA Zurich GP, SLA Aggregator, SLAA, SLAA GP and SLG may be deemed to be a director by deputization of the Issuer."}],"derivative":{"exercise_price":20,"underlying":"Class A Common Stock","underlying_shares":14846662},"source":{"system":"sec-edgar","filing":"0000950170-25-023236","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":2,"url":"https://www.sec.gov/Archives/edgar/data/1423774/000095017025023236/ownership.xml","form_type":"4"}},{"id":1259622,"issuer":{"id":16054,"kind":"organization","name":"ZUORA INC","symbol":"ZUO"},"owners":[{"id":83049,"kind":"person","name":"SLAA II (GP), L.L.C.","position":1,"cik":"0001917859","reported_name":"SLAA II (GP), L.L.C.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":10557,"kind":"person","name":"Silver Lake Group, L.L.C.","position":2,"cik":"0001418226","reported_name":"Silver Lake Group, L.L.C.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":83050,"kind":"person","name":"Silver Lake Alpine Associates II, L.P.","position":3,"cik":"0001917866","reported_name":"Silver Lake Alpine Associates II, L.P.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":83051,"kind":"person","name":"SL Alpine II Aggregator GP, L.L.C.","position":4,"cik":"0001917870","reported_name":"SL Alpine II Aggregator GP, L.L.C.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":83052,"kind":"person","name":"SLA Zurich GP, L.L.C.","position":5,"cik":"0001917860","reported_name":"SLA Zurich GP, L.L.C.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":83053,"kind":"person","name":"SLA Zurich Aggregator, L.P.","position":6,"cik":"0001917533","reported_name":"SLA Zurich Aggregator, L.P.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":83054,"kind":"person","name":"SLA Zurich Holdings, L.P.","position":7,"cik":"0001917526","reported_name":"SLA Zurich Holdings, L.P.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":23391,"kind":"person","name":"Osnoss Joseph","position":8,"cik":"0001603955","reported_name":"Osnoss Joseph","relationship":{"director":true,"officer":false,"ten_percent_owner":false,"other":false}}],"security":"3.95% / 5.50% Convertible Senior PIK Toggle Notes due 2029","published_at":"2025-02-19T16:30:10.000Z","date":"2025-02-14","kind":"disposition_to_issuer","planned":false,"acquired":false,"price":130000000,"reported_value":103066757,"ownership":{"direct":false,"nature":"See footnote"},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F1","text":"The conversion rate of 50.000 shares of Class A Common Stock, par value $0.0001 per share ( the \"Class A Common Stock\") per $1,000 principal amount of Convertible Notes (as defined below) is equivalent to a conversion price of approximately $20.00 per share of Class A Common Stock."},{"field":"kind","element":"transactionCoding","label":"F2","text":"On February 14, 2025, pursuant to the Agreement and Plan of Merger dated as of October 17, 2024 by and among the Issuer, Zodiac Purchaser, L.L.C. (\"Parent\"), an affiliate of Silver Lake Group, L.L.C. (\"SLG\"), and Zodiac Acquisition Sub, Inc., a wholly-owned subsidiary of Parent (\"Merger Sub\"), among other things, Merger Sub merged with and into the Issuer (the \"Merger\"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent.  Immediately prior to the closing of the Merger, the Issuer and SLA II CM Zodiac Holdings, L.P. (\"SLA II CM\"), an affiliate of SLG and as a holder of all of the Issuer's 3.95%/5.50% Convertible Senior PIK Toggle Notes due 2029 (the \"Convertible Notes\") previously held by SLA Zurich Holdings L.P. (\"SLA Zurich Holdings\"), entered into that certain Repurchase Agreement, dated as of February 14, 2025, pursuant to which the Issuer repurchased from SLA II CM $103,066,757"},{"field":"kind","element":"transactionCoding","label":"F3","text":"(Continued from footnote 2) aggregate principal amount of the Convertible Notes issued under an indenture governing the Convertible Notes (the \"Repurchased Notes\") for $130,000,000, which represents the Fundamental Change Repurchase Price as defined and determined pursuant to the indenture governing the Convertible Notes. Upon such repurchase, the Repurchased Notes were cancelled."},{"field":"price","element":"transactionPricePerShare","label":"F2","text":"On February 14, 2025, pursuant to the Agreement and Plan of Merger dated as of October 17, 2024 by and among the Issuer, Zodiac Purchaser, L.L.C. (\"Parent\"), an affiliate of Silver Lake Group, L.L.C. (\"SLG\"), and Zodiac Acquisition Sub, Inc., a wholly-owned subsidiary of Parent (\"Merger Sub\"), among other things, Merger Sub merged with and into the Issuer (the \"Merger\"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent.  Immediately prior to the closing of the Merger, the Issuer and SLA II CM Zodiac Holdings, L.P. (\"SLA II CM\"), an affiliate of SLG and as a holder of all of the Issuer's 3.95%/5.50% Convertible Senior PIK Toggle Notes due 2029 (the \"Convertible Notes\") previously held by SLA Zurich Holdings L.P. (\"SLA Zurich Holdings\"), entered into that certain Repurchase Agreement, dated as of February 14, 2025, pursuant to which the Issuer repurchased from SLA II CM $103,066,757"},{"field":"price","element":"transactionPricePerShare","label":"F3","text":"(Continued from footnote 2) aggregate principal amount of the Convertible Notes issued under an indenture governing the Convertible Notes (the \"Repurchased Notes\") for $130,000,000, which represents the Fundamental Change Repurchase Price as defined and determined pursuant to the indenture governing the Convertible Notes. Upon such repurchase, the Repurchased Notes were cancelled."},{"field":"derivative.exercise_date","element":"exerciseDate","label":"F4","text":"The Convertible Notes were to mature on March 31, 2029, subject to earlier repurchase or conversion in accordance with their terms."},{"field":"derivative.expiration_date","element":"expirationDate","label":"F4","text":"The Convertible Notes were to mature on March 31, 2029, subject to earlier repurchase or conversion in accordance with their terms."},{"field":"ownership.nature","element":"natureOfOwnership","label":"F5","text":"Represents Convertible Notes held by SLA II CM, an entity indirectly controlled by SL Alpine II Aggregator GP, L.L.C. (\"SLA Aggregator\"). Immediately prior to the Merger, these Convertible Notes, which were held by SLA Zurich Holdings, were then contributed to SLA II CM. SLA Zurich GP, L.L.C. (\"SLA Zurich GP\") is the general partner of SLA Zurich Holdings. SLA Aggregator is the sole member of SLA Zurich GP.  Silver Lake Alpine Associates II, L.P. (\"SLAA\") is the managing member of SLA Aggregator. SLAA II (GP), L.L.C. (\"SLAA GP\") is the general partner of SLAA. SLG is the managing member of SLAA GP. Mr. Joseph Osnoss serves as a director of the Issuer and is a Managing Partner and Managing Member of SLG. Each of SLA II CM, SLA Zurich Holdings, SLA Zurich Aggregator, SLA Zurich GP, SLA Aggregator, SLAA, SLAA GP and SLG may be deemed to be a director by deputization of the Issuer."}],"derivative":{"exercise_price":20,"underlying":"Class A Common Stock","underlying_shares":5153338},"source":{"system":"sec-edgar","filing":"0000950170-25-023236","document":"ownership.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":1,"url":"https://www.sec.gov/Archives/edgar/data/1423774/000095017025023236/ownership.xml","form_type":"4"}},{"id":1773894,"issuer":{"id":16054,"kind":"organization","name":"ZUORA INC","symbol":"ZUO"},"owners":[{"id":83049,"kind":"person","name":"SLAA II (GP), L.L.C.","position":1,"cik":"0001917859","reported_name":"SLAA II (GP), L.L.C.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":10557,"kind":"person","name":"Silver Lake Group, L.L.C.","position":2,"cik":"0001418226","reported_name":"Silver Lake Group, L.L.C.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":83050,"kind":"person","name":"Silver Lake Alpine Associates II, L.P.","position":3,"cik":"0001917866","reported_name":"Silver Lake Alpine Associates II, L.P.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":83051,"kind":"person","name":"SL Alpine II Aggregator GP, L.L.C.","position":4,"cik":"0001917870","reported_name":"SL Alpine II Aggregator GP, L.L.C.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":83052,"kind":"person","name":"SLA Zurich GP, L.L.C.","position":5,"cik":"0001917860","reported_name":"SLA Zurich GP, L.L.C.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":83053,"kind":"person","name":"SLA Zurich Aggregator, L.P.","position":6,"cik":"0001917533","reported_name":"SLA Zurich Aggregator, L.P.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":83054,"kind":"person","name":"SLA Zurich Holdings, L.P.","position":7,"cik":"0001917526","reported_name":"SLA Zurich Holdings, L.P.","relationship":{"director":true,"officer":false,"ten_percent_owner":true,"other":false}},{"id":23391,"kind":"person","name":"Osnoss Joseph","position":8,"cik":"0001603955","reported_name":"Osnoss Joseph","relationship":{"director":true,"officer":false,"ten_percent_owner":false,"other":false}}],"security":"3.95% / 5.50% Convertible Senior PIK Toggle Notes due 2029","published_at":"2023-09-25T16:48:00.000Z","date":"2023-09-22","kind":"grant","planned":false,"acquired":true,"price":150000000,"reported_value":150000000,"ownership":{"direct":false,"nature":"Held through SLA Zurich Holdings, L.P."},"footnotes":[{"field":"derivative.exercise_price","element":"conversionOrExercisePrice","label":"F6","text":"The conversion rate of 50.000 per $1,000 principal amount of Convertible Notes is equivalent to a conversion price of approximately $20.00 per share of Common Stock."},{"field":"date","element":"transactionDate","label":"F1","text":"On March 2, 2022, affiliates of the Reporting Persons entered into an Investment Agreement with Zuora, Inc. (the \"Issuer\") (the \"Investment Agreement\"), pursuant to which, by joinder thereto, on March 24, 2022, SLA Zurich Holdings purchased $250,000,000 principal amount of 3.95% / 5.50% Convertible Senior PIK Toggle Notes due 2029 (the \"Convertible Notes\") issued under an indenture governing the Convertible Notes and agreed to purchase an additional $150,000,000 principal amount of Convertible Notes in a subsequent closing on or before 18 months of the Closing Date in accordance with the terms of the Investment Agreement.  On September 22, 2023, SLA Zurich Holdings purchased the additional $150,000,000 principal amount of Convertible Notes pursuant to the terms of the Investment Agreement, for an aggregate purchase price of $150,000,000."},{"field":"kind","element":"transactionCoding","label":"F1","text":"On March 2, 2022, affiliates of the Reporting Persons entered into an Investment Agreement with Zuora, Inc. (the \"Issuer\") (the \"Investment Agreement\"), pursuant to which, by joinder thereto, on March 24, 2022, SLA Zurich Holdings purchased $250,000,000 principal amount of 3.95% / 5.50% Convertible Senior PIK Toggle Notes due 2029 (the \"Convertible Notes\") issued under an indenture governing the Convertible Notes and agreed to purchase an additional $150,000,000 principal amount of Convertible Notes in a subsequent closing on or before 18 months of the Closing Date in accordance with the terms of the Investment Agreement.  On September 22, 2023, SLA Zurich Holdings purchased the additional $150,000,000 principal amount of Convertible Notes pursuant to the terms of the Investment Agreement, for an aggregate purchase price of $150,000,000."},{"field":"derivative.exercise_date","element":"exerciseDate","label":"F4","text":"In accordance with the Investment Agreement, SLA Zurich Holdings is restricted from converting the Convertible Notes prior to September 24, 2023 and the Convertible Notes mature on March 31, 2029, subject to earlier repurchase or conversion in accordance with their terms."},{"field":"derivative.expiration_date","element":"expirationDate","label":"F4","text":"In accordance with the Investment Agreement, SLA Zurich Holdings is restricted from converting the Convertible Notes prior to September 24, 2023 and the Convertible Notes mature on March 31, 2029, subject to earlier repurchase or conversion in accordance with their terms."},{"field":"derivative.underlying_shares","element":"underlyingSecurityShares","label":"F5","text":"This number represents the number of shares of Common Stock issuable upon conversion of the additional $150,000,000 principal amount of Convertible Notes at the initial conversion rate of 50.000 shares of Common Stock, and cash in lieu of fractional shares of Common Stock, per $1,000 principal amount of Convertible Notes. The initial conversion rate is subject to adjustment from time to time upon the occurrence of certain customary events in accordance with the terms of an indenture, dated as of March 24, 2022, by and between the Issuer and U.S. Bank National Association, as trustee."},{"field":"ownership.nature","element":"natureOfOwnership","label":"F2","text":"Represents Convertible Notes held by SLA Zurich Holdings, L.P. (\"SLA Zurich Holdings\").  SLA Zurich GP, L.L.C. (\"SLA Zurich GP\") is the general partner of SLA Zurich Holdings."},{"field":"ownership.nature","element":"natureOfOwnership","label":"F3","text":"SL Alpine II Aggregator GP, L.L.C. (\"SLA Aggregator\") is the sole member of SLA Zurich GP and the general partner of SLA Zurich Aggregator, L.P. which separately holds Warrants to purchase shares of Class A Common Stock, $0.0001 par value per share (the \"Common Stock\") not reflected on this Form 4. Silver Lake Alpine Associates II, L.P. (\"SLAA\") is the managing member of SLA Aggregator. SLAA II (GP), L.L.C. (\"SLAA GP\") is the general partner of SLAA. Silver Lake Group, L.L.C. (\"SLG\") is the managing member of SLAA GP. Mr. Joseph Osnoss serves as a member of the board of directors of the Issuer and is a Managing Partner of SLG. Each of SLA Zurich Holdings, SLA Zurich Aggregator, SLA Zurich GP, SLA Aggregator, SLAA, SLAA GP and SLG may be deemed to be a director by deputization of the Issuer."}],"derivative":{"exercise_price":20,"underlying":"Class A Common Stock","underlying_shares":7500000},"source":{"system":"sec-edgar","filing":"0000899243-23-019502","document":"doc4.xml","document_sequence":1,"table":"derivative","row_type":"transaction","position":1,"url":"https://www.sec.gov/Archives/edgar/data/1423774/000089924323019502/doc4.xml","form_type":"4"}}]}