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    Amendment: SEC Form SC 13E3/A filed by Zuora Inc.

    2/19/25 4:01:54 PM ET
    $ZUO
    Computer Software: Prepackaged Software
    Technology
    Get the next $ZUO alert in real time by email
    SC 13E3/A 1 ef20043843_sc13e3a.htm SC 13E3/A

    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    WASHINGTON, D.C. 20549
     


    SCHEDULE 13E-3
     
    (Amendment No. 3)
     
    RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E)
    OF THE SECURITIES ACT OF 1934
     

     
    ZUORA, INC.
    (Name of the Issuer)
     

     
    Zuora, Inc.
    Zodiac Purchaser, L.L.C.
    Zodiac Acquisition Sub, Inc.
    Zodiac Guarantor, L.L.C.
    Zodiac Holdco, L.L.C.
    Silver Lake Alpine Associates II, L.P.
    SLA Zurich Holdings, L.P.
    SLA Zurich GP, L.L.C.
    SLA Zurich Aggregator, L.P.
    SL Alpine II Aggregator GP, L.L.C.
    Silver Lake Alpine II, L.P.
    SLAA II (GP), L.L.C.
    Silver Lake Group, L.L.C.
    Tien Tzuo
    The Next Left Trust
    70 Thirty Trust
    (Names of Persons Filing Statement)
     
    Class A Common Stock, par value $0.0001 per share
    (Title of Class of Securities)
     
    98983V106
    (CUSIP Number of Class of Securities)

    Tien Tzuo
    Chief Executive Officer
    The Next Left Trust
    70 Thirty Trust
    Zuora, Inc.
    c/o Zuora, Inc.
    101 Redwood Shores Parkway
    Redwood City, CA
    94065
    Tel: (888) 976-9056

    Zodiac Purchaser, L.L.C.
    Zodiac Acquisition Sub, Inc.
    c/o Silver Lake
    2775 Sand Hill Road
    Menlo Park, CA
    94025
    Tel: (650) 233-8120

    Zodiac Guarantor, L.L.C.
    Zodiac Holdco, L.L.C.
    Silver Lake Alpine Associates II, L.P.
    SLA Zurich Holdings, L.P.
    SLA Zurich GP, L.L.C.
    SLA Zurich Aggregator, L.P.
    SL Alpine II Aggregator GP, L.L.C.
    Silver Lake Alpine II, L.P.
    SLAA II (GP), L.L.C.
    Silver Lake Group, L.L.C.
    2775 Sand Hill Road
    Menlo Park, CA
    94025
    Tel: (650) 233-8120
     
    (Name, Address, and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of the Persons Filing Statement)

      With copies to  
         
    Sarah K. Solum
    Steven Li
    Freshfields US LLP
    855 Main Street
    Redwood City, CA 94063
    (650) 618-9250
    Elizabeth Cooper
    Louis Argentieri
    Simpson Thacher & Bartlett LLP
    New York, New York 10017
    (212) 455-2000
    Melissa Sawyer
    Peter Jones
    Sullivan & Cromwell LLP
    125 Broad Street
    New York, NY 10004-2498
    United States
    (212) 558-4000



    This statement is filed in connection with (check the appropriate box):
     
    a.
    ☐ The filing of solicitation materials or an information statement subject to Regulation 14A, Regulation 14C or Rule 13e-3(c) under the Securities Exchange Act of 1934.
     
    b.
    ☐ The filing of a registration statement under the Securities Act of 1933.
     
    c.
    ☐ A tender offer.
     
    d.
    ☒ None of the above.
     
    Check the following box if the soliciting materials or information statement referred to in checking box (a) are preliminary copies: ☐ Check the following box if the filing is a final amendment reporting the results of the transaction: ☒
     
    Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of this transaction, passed upon the merits or fairness of this transaction, or passed upon the adequacy or accuracy of the disclosure in this transaction statement on Schedule 13E-3. Any representation to the contrary is a criminal offense.




    TABLE OF CONTENTS

    Item 15. Additional Information
    2
    Item 16. Exhibits
    3


    INTRODUCTION
     
    This Amendment No. 3 (this “Final Amendment”) to the Transaction Statement on Schedule 13E-3 (as amended hereby, this “Transaction Statement”) is being filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Section 13(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), jointly by the following persons (each, a “Filing Person,” and collectively, the “Filing Persons”): (1) Zuora, Inc., a Delaware corporation (“Zuora” or the “Company”) and the issuer of the (a) Class A Common Stock, par value $0.0001 per share (the “Zuora Class A Common Stock”) and (b) Class B Common Stock, par value $0.0001 per share (the “Zuora Class B Common Stock” and together with the Zuora Class A Common Stock, the “Zuora Common Stock”) that is the subject of the Rule 13e-3 transaction; (2) Zodiac Purchaser, L.L.C., a Delaware limited liability company (“Parent”); (3) Zodiac Acquisition Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”, and together with Parent, the “Parent Entities”); (4) Zodiac Guarantor, L.L.C. (“Guarantor”); (5) Zodiac Holdco, L.L.C. (“Holdco”); (6) Silver Lake Alpine Associates II, L.P., a Delaware limited partnership (“SLAA”); (7) SLA Zurich Holdings, L.P., a Delaware limited partnership (“SLA Zurich Holdings”); (8) SLA Zurich GP, L.L.C., a Delaware limited liability company (“SLA Zurich GP”); (9) SLA Zurich Aggregator, L.P., a Delaware limited partnership (“SLA Zurich Aggregator”); (10) SL Alpine II Aggregator GP, L.L.C., a Delaware limited liability company (“SLA Aggregator GP”); (11) Silver Lake Alpine II, L.P., a Delaware limited partnership (“SLA II”); (12) SLAA II (GP), L.L.C., a Delaware limited liability company (“SLAA GP”); (13) Silver Lake Group, L.L.C., a Delaware limited liability company (“SLG”, and together with Guarantor, Holdco, SLAA, SLA Zurich Holdings, SLA Zurich GP, SLA Zurich Aggregator, SLA Aggregator GP, SLA II and SLAA GP, the “Silver Lake Filing Parties”); (14) Tien Tzuo; (15) The Next Left Trust and (16) the 70 Thirty Trust (together with Tien Tzuo and the Next Left Trust, the “Tzuo Filing Parties” or the “CEO Rollover Stockholders”).
     
    This Transaction Statement relates to the Agreement and Plan of Merger, dated October 17, 2024 (including all exhibits and documents attached thereto, and as it may be amended, supplemented or modified, from time to time, the “Merger Agreement”), by and among Zuora, Parent and Merger Sub, pursuant to which Merger Sub was merged with and into Zuora (the “Merger”), with Zuora surviving the Merger and becoming a wholly owned subsidiary of Parent.
     
    This Final Amendment is being filed pursuant to Rule 13e-3(d)(3) under the Exchange Act to report the results of the transaction that is the subject of the Transaction Statement. Except as otherwise set forth herein, the information set forth in the Transaction Statement remains unchanged and is incorporated by reference into this Final Amendment. All information set forth in this Final Amendment should be read together with the information contained or incorporated by reference in the Transaction Statement.
     
    On December 31, 2024, the Company filed with the SEC a definitive proxy statement (the “Proxy Statement”) under Regulation 14A of the Exchange Act relating to the Merger Agreement and the transactions contemplated thereby. Pursuant to General Instruction F to Schedule 13E-3, the information in the Proxy Statement, including all annexes thereto, is expressly incorporated by reference herein in its entirety, and responses to each item herein are qualified in their entirety by the information contained in the Proxy Statement.
     
    While each of the Filing Persons acknowledges that the Merger may be deemed to constitute a “going private” transaction for purposes of Rule 13e-3 under the Exchange Act, the filing of this Transaction Statement shall not be construed as an admission by any Filing Person, or by any affiliate of a Filing Person, that the Company is “controlled” by any of the Filing Persons and/or their respective affiliates.
     
    The information concerning the Company contained in, or incorporated by reference into, the Transaction Statement and the Proxy Statement was supplied by the Company. Similarly, all information concerning each other Filing Person contained in, or incorporated by reference into, the Transaction Statement and the Proxy Statement was supplied by such Filing Person. No Filing Person, including the Company, is responsible for the accuracy of any information supplied by any other Filing Person.

    1

    Item 15. Additional Information
     
    On February 13, 2025, at a special meeting of the Company’s stockholders, the Company’s stockholders approved (a) a proposal to adopt the Merger Agreement (the “Merger Proposal”) and (b) on a non-binding, advisory basis, the compensation that will or may become payable by the Company to its named executive officers in connection with the Merger. Approval of the Merger Proposal required the affirmative vote of (1) the holders of a majority of the voting power of the outstanding shares of capital stock of the Company entitled to vote thereon, voting as a single class, (2) the holders of a majority of the voting power of the outstanding shares of capital stock of the Company held by the Unaffiliated Company Stockholders (as defined in the Merger Agreement) entitled to vote thereon, voting as a single class, and (3) the holders of a majority of the outstanding shares of Zuora Class A Common Stock and Zuora Class B Common Stock entitled to vote thereon, each voting separately as a class.
     
    On February 14, 2025, the Company filed a Certificate of Merger with the Secretary of State of the State of Delaware, pursuant to which the Merger became effective. As a result of the Merger, the Company became a direct, wholly owned subsidiary of Parent.
     
    At the effective time of the Merger (the “Effective Time”), in accordance with the terms and conditions set forth in the Merger Agreement, (a) each issued and outstanding share of Zuora Common Stock as of immediately prior to the Effective Time (other than any shares of Zuora Common Stock held in the treasury of the Company, any Rollover Shares (as defined below), any shares of Zuora Common Stock owned by Parent or Merger Sub, or any shares of Zuora Common Stock as to which appraisal rights have been properly exercised in accordance with Delaware law) was automatically cancelled and converted into the right to receive $10.00 in cash without interest (the “Merger Consideration”), (b) each share of Zuora Common Stock held in the treasury of the Company, each Rollover Share (as defined below) and any shares of Zuora Common Stock owned by Parent or Merger Sub immediately prior to the Effective Time were automatically canceled and ceased to exist and no consideration was delivered in exchange therefor and (c) each share of common stock of Merger Sub issued and outstanding immediately prior to the Effective Time was automatically converted into and became one fully paid, nonassessable share of common stock, par value $0.00001 per share, of the Surviving Corporation with the same rights, powers and privileges as the shares so converted and constitute the only outstanding shares of capital stock of the Surviving Corporation.
     
    Immediately prior to the Effective Time, (a) the CEO Rollover Stockholders contributed to an indirect parent company of Parent shares of Zuora Common Stock with an aggregate value (based on the Merger Consideration) equal to approximately $70,000,000 in exchange for equity interests in such indirect parent company of Parent (such shares, the “CEO Rollover Shares”) and (b) certain members of management of the Company (the “Rollover Management”) contributed to an indirect parent company of Parent certain of their shares of Zuora Common Stock in exchange for equity interests in such indirect parent company of Parent (such shares, the “Management Rollover Shares”, and together with the CEO Rollover Shares, the “Rollover Shares”). As a result of the Merger, the Rollover Shares contributed to such parent company of Parent by the CEO Parties and the Rollover Management were automatically canceled, ceased to exist and no consideration was delivered in exchange thereof.
     
    Immediately prior to the Effective Time, Parent and the Company entered into that certain Repurchase Agreement, dated as of February 14, 2025, pursuant to which the Company repurchased from an affiliate of the Silver Lake Filing Parties $103,066,756.62 aggregate principal amount of the Company’s 3.95% / 5.50% Convertible Senior PIK Toggle Notes due March 31, 2029 (the “Repurchased Notes”). Upon such repurchase, the Repurchased Notes were cancelled. In addition, immediately prior to the Effective Time, SLA II CM contributed $296,933,243 aggregate principal amount of the Company’s 3.95% / 5.50% Convertible Senior PIK Toggle Notes due March 31, 2029 (the “Contributed Notes”) to an indirect parent company of Parent and after the closing of the Merger, the Contributed Notes were contributed further down to the Company and cancelled. The Repurchased Notes and the Contributed Notes together represent all of the Notes held by the Silver Lake Filing Parties immediately prior to the Merger
     
    On February 14, 2025, the Company notified the New York Stock Exchange (the “NYSE”) that the Merger had been completed. As a result, the NYSE suspended trading of Zuora Class A Common Stock prior to the opening of trading on February 14, 2025. The Company requested that the NYSE file with the SEC a notification of removal from listing and registration on Form 25 with respect to the delisting of all shares of Zuora Class A Common Stock from the NYSE and the deregistration of such shares under Section 12(b) of the Exchange Act. The deregistration will become effective 90 days after the filing of the Form 25 or such shorter period as may be determined by the SEC. Following the effectiveness of the Form 25 with respect to the delisting, the Company intends to file with the SEC a certification on Form 15 requesting the termination of registration of Zuora Class A Common Stock under Section 12(g) of the Exchange Act and the suspension of reporting obligations under Sections 13 and 15(d) of the Exchange Act.
     
    Item 2.01 of the Form 8-K filed by the Company with the SEC on February 14, 2025 is hereby incorporated by reference.

    2

    Item 16. Exhibits
     
    The following exhibits are filed herewith:
     
    16(a)(2)(i) Proxy Statement of Zuora, Inc. (the “Proxy Statement”) (included in the Schedule 14A filed on December 31, 2024 and incorporated herein by reference).
     
    16(a)(2)(ii) Form of Proxy Card (included in the Proxy Statement and incorporated herein by reference).
     
    16(a)(2)(iii) Letter to Stockholders (included in the Proxy Statement and incorporated herein by reference).
     
    16(a)(2)(iv) Notice of Special Meeting of Stockholders (included in the Proxy Statement and incorporated herein by reference).
     
    16(a)(2)(v) Current Report on Form 8-K, dated October 17, 2024 (included in Form 8-K filed on October 17, 2024 and incorporated herein by reference).
     
    16(a)(2)(vi) Email from Tien Tzuo, Chief Executive Officer of the Company, sent to the Company’s employees, dated October 17, 2024 (included in  Schedule 14A filed on October 17, 2024 and incorporated herein by reference).

    3

    16(a)(2)(vii) Employee Q&A Document, dated October 17, 2024 (included in Schedule 14A filed on October 17, 2024 and incorporated herein by reference).
     
    16(a)(2)(viii) Customer Letter, dated October 17, 2024 (included in Schedule 14A filed on October 17, 2024 and incorporated herein by reference).

    16(a)(2)(ix) Partner Letter, dated October 17, 2024 (included in Schedule 14A filed on October 17, 2024 and incorporated herein by reference).

    16(a)(2)(x) Industry Analyst Letter, dated October 17, 2024 (included in Schedule 14A filed on October 17, 2024 and incorporated herein by reference).

    16(a)(2)(xi)
    Social media posts, dated October 17, 2024 (included in Schedule 14A filed on October 17, 2024 and incorporated herein by reference).
     
    16(a)(2)(xii) Current Report on Form 8-K, dated October 18, 2024 (included in Form 8-K filed on October 18, 2024 and incorporated herein by reference).
     
    16(a)(2)(xiii) Employee Newsletter, dated October 22, 2024 (included in Schedule 14A filed on October 22, 2024 and incorporated herein by reference).
     
    16(a)(2)(xiv) Updated Employee Q&A Document, dated October 31, 2024 (included in Schedule 14A filed on October 31, 2024 and incorporated herein by reference).
     
    16(a)(2)(xv) Updated Employee Q&A Document, dated December 4, 2024 (included in Schedule 14A filed on December 4, 2024 and incorporated herein by reference).

    16(b)(i)+ Equity Commitment Letter, dated October 17, 2024, executed by Silver Lake Alpine II, L.P. and Parent.

    16(b)(ii)+ Equity Commitment Letter, dated October 17, 2024, executed by Hux Investment Pte., Ltd. and Parent.
     
    16(b)(iii)+ Amended and Restated Commitment Letter, dated November 13, 2024, by and among Royal Bank of Canada, Banco Santander, S.A., New York Branch, Bank of Montreal, BMO Capital Markeys Corp., Barclays Bank PLC, KKR Capital Markets LLC, KKR CORPORATE LENDING (CA) LLC, SF Credit Partners, LLC, Stifel Nicolaus and Company, Incorporated, Wells Fargo Securities, LLC, Wells Fargo Bank, National Association and Parent.
     
    16(b)(iv)+ Limited Guarantee, dated as of October 17, 2024, by and among Silver Lake Alpine II, L,P. and Zuora, Inc.  16(b)(v)+ Limited Guarantee, dated as of October 17, 2024, by and among Hux Investment Pte. Ltd. and Zuora, Inc.
     
    16(c)(i) Opinion of Qatalyst Partners LP to the Board of Directors of Zuora, Inc., dated October 16, 2024 (included as Annex B to the Proxy Statement and incorporated herein by reference).
     
    16(c)(ii)*+ Discussion materials prepared by Qatalyst Partners LP, dated April 14, 2024, for the Special Committee of the Board of Directors of Zuora, Inc.
     
    16(c)(iii)*+ Discussion materials prepared by Qatalyst Partners LP, dated April 17, 2024, for the Special Committee of the Board of Directors of Zuora, Inc.
     
    16(c)(iv)*+ Discussion materials prepared by Qatalyst Partners LP, dated April 30, 2024, for the Special Committee of the Board of Directors of Zuora, Inc.
     
    16(c)(v)*+ Discussion materials prepared by Qatalyst Partners LP, dated June 15, 2024, for the Special Committee of the Board of Directors of Zuora, Inc.

    4

    16(c)(vi)*+ Discussion materials prepared by Qatalyst Partners LP, dated July 2, 2024, for the Special Committee of the Board of Directors of Zuora, Inc.
     
    16(c)(vii)*+ Discussion materials prepared by Qatalyst Partners LP, dated July 10, 2024, and shared with the Special Committee of the Board of Directors of Zuora, Inc. for reference.
     
    16(c)(viii)*+ Discussion materials prepared by Qatalyst Partners LP, dated October 15, 2024, for the Special Committee of the Board of Directors of Zuora, Inc.
     
    16(c)(ix)*+ Discussion materials prepared by Qatalyst Partners LP, dated October 16, 2024, for the Special Committee of the Board of Directors of Zuora, Inc.
     
    16(d)(i) Agreement and Plan of Merger, dated as of October 17, 2024, by and among Zuora, Inc., Parent and Merger Sub (included as Annex A to the  Proxy Statement and incorporated herein by reference).
     
    16(d)(ii) Voting, Support and Rollover Agreement, dated as of October 17, 2024, by and among Zodiac Purchaser, L.L.C., Zodiac Holdco, L.L.C., Silver Lake Alpine II, L.P., Zuora, Inc., and the stockholders party thereto (included as Annex C to the Proxy Statement and incorporated herein by reference).

    16(f)+ Section 262 of the Delaware General Corporation Law.

    107+ Filing Fee Table.
     
    * Certain portions of this exhibit marked with “[***]” have been redacted and provided separately to the Securities and Exchange Commission pursuant to a request for confidential treatment.
     
    + Previously filed with the Transaction Statement on Schedule 13E-3 filed with the SEC on November 25, 2024.

    5

    SIGNATURES
     
    After due inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
     
    Dated: February 19, 2025

    ZUORA, INC.
     
    By:
    /s/ Andrew M. Cohen
     
     
    Name: Andrew M. Cohen
     
     
    Title: Chief Legal Officer and Secretary
     

    6

    After due inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
     
    Dated: February 19, 2025

    ZODIAC PURCHASER, L.L.C.
     
       
    By:
    Zodiac Guarantor, L.L.C., its managing member
     
         
    By:
    Zodiac Holdco, L.L.C., its managing member
     
         
    By:
    Silver Lake Alpine Associates II, L.P., its managing
    member
     

       
    By:
    SLAA II (GP), L.L.C., its general partner
     
         
    By:
    Silver Lake Group, L.L.C., its managing member
     
         
    By:
    /s/ Andrew J. Schader
     
     
    Name: Andrew J. Schader
     
     
    Title: Managing Director and General Counsel
     
         
    ZODIAC ACQUISITION SUB, INC.
     
       
    By:
    /s/ Andrew J. Schader
     
     
    Name: Andrew J. Schader
     
     
    Title: Secretary
     

    7

    After due inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
     
    Dated: February 19, 2025

    SILVER LAKE ALPINE ASSOCIATES II, L.P.
     
       
    By:
    SLAA II (GP), L.L.C., its general partner
     
         
    By:
    Silver Lake Group, L.L.C., its managing member
     
         
    By:
    /s/ Andrew J. Schader
     
     
    Name: Andrew J. Schader
     
     
    Title: Managing Director and General Counsel
     
         
    SLA ZURICH HOLDINGS, L.P.
     
       
    By:
    SLA Zurich GP, L.L.C., its general partner
     
         
    By:
    /s/ Andrew J. Schader
     
     
    Name: Andrew J. Schader
     
     
    Title: Managing Director and General Counsel
     
         
    SLA ZURICH GP, L.L.C.
     
       
    By:
    /s/ Andrew J. Schader
     
     
    Name: Andrew J. Schader
     
     
    Title: Managing Director
     
     
    SLA ZURICH AGGREGATOR, L.P.
     
       
    By:
    SL Alpine II Aggregator GP, L.L.C., its general partner
     
         
    By:
    Silver Lake Alpine Associates II, L.P., its managing
    member
     
     
     
    By:
    SLAA II (GP), L.L.C., its general partner
     
         
    By:
    Silver Lake Group, L.L.C., its managing member
     
         
    By:
    /s/ Andrew J. Schader
     
     
    Name: Andrew J. Schader
     
     
    Title: Managing Director and General Counsel
     
         
    SL ALPINE II AGGREGATOR GP, L.L.C.
     
       
    By:
    Silver Lake Alpine II Associates, L.P., its managing
    member
     
         
    By:
    SLAA II (GP), L.L.C., its general partner
     
         
    By:
    Silver Lake Group, L.L.C., its managing member
     
         
    By:
    /s/ Andrew J. Schader
     
     
    Name: Andrew J. Schader
     
     
    Title: Managing Director and General Counsel
     

    8

    SILVER LAKE ALPINE II, L.P.
     
       
    By:
    Silver Lake Alpine Associates II, L.P., its generalpartner
     

       
    By:
    SLAA II (GP), L.L.C., its general partner
     
         
    By:
    Silver Lake Group, L.L.C., its managing member
     
         
    By:
    /s/ Andrew J. Schader
     
     
    Name: Andrew J. Schader
     
     
    Title: Managing Director and General Counsel
     
         
    SLAA II (GP), L.L.C.
     
       
    By:
    Silver Lake Group, L.L.C., its managing member
     
         
    By:
    /s/ Andrew J. Schader
     
     
    Name: Andrew J. Schader
     
     
    Title: Managing Director and General Counsel
     
         
    SILVER LAKE GROUP, L.L.C.
     
       
    By:
    /s/ Andrew J. Schader
     
     
    Name: Andrew J. Schader
     
     
    Title: Managing Director and General Counsel
     

    9

    After due inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
     
    Dated: February 19, 2025

    TIEN TZUO
     
       
    By:
    /s/ Tien Tzuo
     
     
    Name: Tien Tzuo
     
         
    THE NEXT LEFT TRUST
     
       
    By:
    /s/ Tien Tzuo
     
     
    Name: Tien Tzuo
     
     
    Title: Trustee
     
         
    70 THIRTY TRUST
     
       
    By:
    /s/ Tien Tzuo
     
     
    Name: Tien Tzuo
     
     
    Title: Trustee
     
     

    10

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      Zuora, Inc., a leading monetization platform for modern business, today announced the completion of its acquisition by Silver Lake, the global leader in technology investing, in partnership with an affiliate of GIC Pte. Ltd. ("GIC"), for $10.00 per share in cash. With the completion of the acquisition, Zuora's Class A common stock will cease trading and the Company will no longer be listed on the New York Stock Exchange. "Zuora's vision sparked the shift to the Subscription Economy that led to today's new world of recurring, usage-based and hybrid revenue models," said Tien Tzuo, Zuora's Founder, CEO and Chairman of the Board. "Completing this transaction with Silver Lake and GIC is an im

      2/14/25 9:00:00 AM ET
      $ZUO
      Computer Software: Prepackaged Software
      Technology
    • Zuora Recognized as a Leader in Recurring Billing Solutions

      Zuora received the highest score in Revenue Recognition criterion in latest independent research report Zuora, Inc. (NYSE:ZUO), a leading monetization platform for modern business, today announced it has been named a Leader in The Forrester Wave™: Recurring Billing Solutions, Q1 2025 report. Zuora also received the highest score in the Revenue Recognition criterion. The report shared, "Zuora's product vision and strategy are aggressive: It aims to have integrated solutions not only to promote, personalize, and manage the subscriber experience but also to manage the underlying billing and financial close processes for any business that uses recurring revenue models." "We believe Zuora'

      2/4/25 9:00:00 AM ET
      $ZUO
      Computer Software: Prepackaged Software
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    • Zuora Named Workday Services Partner

      Zuora Connector for Workday Financial Management integrates its monetization suite with Workday's comprehensive suite of financial management solutions Zuora, Inc. (NYSE:ZUO), a leading monetization suite for modern business, today announced it has signed a partnership agreement with Workday, Inc. (NASDAQ:WDAY), a leading provider of solutions to help organizations manage their people and money. Fewer than one-third of enterprises have fully automated order-to-cash, and 54% of CFOs agree that legacy ERP systems are not flexible enough to meet the demands of today's business environment. By utilizing the certified Zuora Connector for Workday Financial Management, businesses can significa

      1/14/25 9:00:00 AM ET
      $WDAY
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      EDP Services
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    SEC Filings

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    • SEC Form 15-12G filed by Zuora Inc.

      15-12G - ZUORA INC (0001423774) (Filer)

      2/25/25 6:01:53 AM ET
      $ZUO
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    • Amendment: SEC Form SC 13E3/A filed by Zuora Inc.

      SC 13E3/A - ZUORA INC (0001423774) (Subject)

      2/19/25 4:01:54 PM ET
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      Computer Software: Prepackaged Software
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    • SEC Form S-8 POS filed by Zuora Inc.

      S-8 POS - ZUORA INC (0001423774) (Filer)

      2/14/25 10:58:30 AM ET
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    Insider Trading

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    • SEC Form 4 filed by Director Slaa Ii (Gp), L.L.C.

      4 - ZUORA INC (0001423774) (Issuer)

      2/19/25 4:30:10 PM ET
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    • Director Clayton Laura A. returned $755,350 worth of shares to the company (75,535 units at $10.00), closing all direct ownership in the company (SEC Form 4)

      4 - ZUORA INC (0001423774) (Issuer)

      2/14/25 4:06:00 PM ET
      $ZUO
      Computer Software: Prepackaged Software
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    • CLO and Corp. Secretary Cohen Andrew M. returned $1,935,270 worth of shares to the company (193,527 units at $10.00), closing all direct ownership in the company (SEC Form 4)

      4 - ZUORA INC (0001423774) (Issuer)

      2/14/25 4:05:58 PM ET
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    Financials

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    • Zuora Reports Third Quarter Fiscal 2025 Results

      Zuora, Inc. (NYSE:ZUO), a leading monetization suite for modern business, today announced financial results for its fiscal third quarter ended October 31, 2024. Third Quarter Fiscal 2025 Financial Results: Revenue: Subscription revenue was $105.3 million, an increase of 7% year-over-year. Total revenue was $116.9 million, an increase of 6% year-over-year. GAAP Loss from Operations: GAAP loss from operations was $11.7 million, compared to a loss from operations of $8.8 million in the third quarter of fiscal 2024. Non-GAAP Income from Operations: Non-GAAP income from operations was $25.1 million, compared to non-GAAP income from operations of $16.0 million in the third quarter of f

      12/9/24 4:10:00 PM ET
      $ZUO
      Computer Software: Prepackaged Software
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    • Zuora Reports Second Quarter Fiscal 2025 Results

      Subscription revenue grew 9% year-over-year GAAP operating margin increased 8 percentage points year-over-year Non-GAAP operating margin increased 13 percentage points year-over-year Operating cash flow increased to $11.4 million compared to $5.4 million last year Adjusted free cash flow increased to $12.2 million compared to $4.0 million last year Zuora, Inc. (NYSE:ZUO), a leading monetization suite for modern business, today announced financial results for its fiscal second quarter ended July 31, 2024. "I'm proud of our ZEOs for delivering a solid second quarter," said Tien Tzuo, Founder and CEO at Zuora. "From our install base to the analyst community, we continue to be recognized fo

      8/21/24 4:08:00 PM ET
      $ZUO
      Computer Software: Prepackaged Software
      Technology
    • Zuora Announces Date for Its Second Quarter Fiscal 2025 Earnings Conference Call

      Zuora, Inc. (NYSE:ZUO), a leading monetization suite for modern business, today announced that it will report financial results for its second quarter fiscal 2025 ended on July 31, 2024 following the close of market on August 21, 2024. On that day, Zuora's management team will hold a conference call and webcast at 2:00 p.m. PT / 5:00 p.m. ET to discuss Zuora's financial results and business highlights. Event: Zuora Second Quarter Fiscal 2025 Earnings Conference Call When: Wednesday, August 21, 2024 Time: 2:00 p.m. PT / 5:00 p.m. ET Participant Toll-Free Dial-In Number: 1 (888) 596-4144 Participant Toll Dial-In Number: 1 (646) 968-2525 Conference ID: 8022374 Replay: 1 (800) 770-2030 or 1 (

      8/15/24 8:00:00 AM ET
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    Leadership Updates

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    • Zuora Appoints John D. Harkey, Jr. to Board of Directors

      Zuora, Inc. (NYSE:ZUO), a leading monetization suite for modern business, today announced the appointment of John D. Harkey, Jr. to the Zuora Board of Directors, effective April 30, 2024. With the addition of Mr. Harkey, the Zuora Board of Directors will consist of ten Board members, nine of whom are independent. The appointment is in connection with a cooperation agreement (the "Agreement") Zuora has entered into with Scalar Gauge Fund, LP and certain of its affiliates (collectively, "Scalar Gauge"). Scalar Gauge is an investment firm that owns approximately 3.7% of Zuora's outstanding class A common shares. Jason Pressman, Lead Independent Director at Zuora, said, "John brings over 25 y

      5/1/24 4:15:00 PM ET
      $ZUO
      Computer Software: Prepackaged Software
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    • Zuora Appoints Software Engineering Leader Pete Hirsch as Chief Product and Technology Officer

      Zuora, Inc. (NYSE:ZUO), a leading monetization platform provider for recurring revenue businesses, today announced the appointment of Pete Hirsch as its Chief Product and Technology Officer. Hirsch will join Zuora on July 10, 2023 and report to founder and CEO Tien Tzuo to lead the company's global product innovation and engineering functions. Hirsch comes to Zuora with more than 30 years of software engineering experience leading enterprise product and engineering organizations. Most recently, he was Chief Technology Officer at BlackLine, a financial controls and automation software company, where he led the company's product and technology groups, set its technology direction and scaled

      6/13/23 4:10:00 PM ET
      $ZUO
      Computer Software: Prepackaged Software
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    • Zuora Appoints Andrew Cohen as Chief Legal Officer to Help Guide Ongoing Growth of the Subscription Economy

      Zuora, Inc. (NYSE:ZUO), the leading cloud-based subscription management platform provider, today announced the appointment of Andrew Cohen as its Chief Legal Officer. Cohen will report to Zuora® Founder and CEO Tien Tzuo to lead the company's worldwide legal, regulatory, and compliance functions. Joining Zuora on Feb. 14, 2022, Cohen will succeed Zuora's former General Counsel, Jennifer Pileggi, following her retirement. Cohen joins Zuora with more than 20 years of global legal experience at private, public, and Fortune 500 companies. He was a member of Pivotal's executive team at the company's formation (after spinning out from EMC Corporation and VMware), where he served as SVP, General

      1/18/22 4:10:00 PM ET
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    Large Ownership Changes

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    • SEC Form SC 13D filed by Zuora Inc.

      SC 13D - ZUORA INC (0001423774) (Subject)

      10/23/24 8:17:13 PM ET
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    • Amendment: SEC Form SC 13D/A filed by Zuora Inc.

      SC 13D/A - ZUORA INC (0001423774) (Subject)

      10/17/24 9:47:27 PM ET
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      Computer Software: Prepackaged Software
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    • SEC Form SC 13G/A filed by Zuora Inc. (Amendment)

      SC 13G/A - ZUORA INC (0001423774) (Subject)

      6/10/24 3:02:07 PM ET
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