Amended Statement of Ownership (sc 13g/a)
February 10 2020 - 11:57AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1) *
Zuora, Inc.
(Name of
Issuer)
Class A Common Stock
Title of Class of Securities)
98983V 10 6
(CUSIP
Number)
December 31, 2019
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
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*
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The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form
with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
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The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities
Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP No. 98983V 10 6
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13G
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1.
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Names of Reporting Persons
Tenaya Capital V, LP
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2.
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Check the Appropriate Box
if a Member of a Group (see instructions)
(a) ☐ (b) ☒ (1)
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3.
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SEC USE ONLY
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4.
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Citizenship or Place of
Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5.
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Sole Voting Power
0
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6.
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Shared Voting Power
0
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7.
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Sole Dispositive Power
0
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8.
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Shared Dispositive Power
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
0
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10.
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Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (see instructions)
☐
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11.
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Percent of Class
Represented by Amount in Row 9
0.0%
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12.
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Type of Reporting Person
(see instructions)
PN
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(1)
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This statement on Schedule 13G is filed by Tenaya Capital V, LP, Tenaya Capital
V-P, LP, Tenaya Capital V GP, LP, Tenaya Capital V GP, LLC, Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul (collectively, the “Reporting Persons”). These
Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
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CUSIP No. 98983V 10 6
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13G
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1.
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Names of Reporting Persons
Tenaya Capital V-P, LP
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2.
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Check the Appropriate Box
if a Member of a Group (see instructions)
(a) ☐ (b) ☒ (1)
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3.
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SEC USE ONLY
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4.
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Citizenship or Place of
Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5.
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Sole Voting Power
0
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6.
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Shared Voting Power
0
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7.
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Sole Dispositive Power
0
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8.
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Shared Dispositive Power
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
0
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10.
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Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (see instructions)
☐
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11.
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Percent of Class
Represented by Amount in Row 9
0.0%
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12.
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Type of Reporting Person
(see instructions)
PN
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(1)
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This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim
status as a “group” for purposes of this Schedule 13G.
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CUSIP No. 98983V 10 6
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13G
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1.
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Names of Reporting Persons
Tenaya Capital V GP, LP
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2.
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Check the Appropriate Box
if a Member of a Group (see instructions)
(a) ☐ (b) ☒ (1)
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3.
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SEC USE ONLY
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4.
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Citizenship or Place of
Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5.
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Sole Voting Power
0
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6.
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Shared Voting Power
0
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7.
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Sole Dispositive Power
0
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8.
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Shared Dispositive Power
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
0
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10.
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Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (see instructions)
☐
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11.
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Percent of Class
Represented by Amount in Row 9
0.0%
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12.
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Type of Reporting Person
(see instructions)
PN
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(1)
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This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim
status as a “group” for purposes of this Schedule 13G.
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CUSIP No. 98983V 10 6
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13G
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1.
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Names of Reporting Persons
Tenaya Capital V GP, LLC
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2.
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Check the Appropriate Box
if a Member of a Group (see instructions)
(a) ☐ (b) ☒ (1)
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3.
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SEC USE ONLY
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4.
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Citizenship or Place of
Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5.
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Sole Voting Power
0
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6.
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Shared Voting Power
0
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7.
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Sole Dispositive Power
0
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8.
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Shared Dispositive Power
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
0
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10.
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Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (see instructions)
☐
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11.
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Percent of Class
Represented by Amount in Row 9
0.0%
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12.
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Type of Reporting Person
(see instructions)
OO
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(1)
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This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim
status as a “group” for purposes of this Schedule 13G.
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CUSIP No. 98983V 10 6
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13G
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1.
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Names of Reporting Persons
Thomas Banahan
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2.
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Check the Appropriate Box
if a Member of a Group (see instructions)
(a) ☐ (b) ☒ (1)
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3.
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SEC USE ONLY
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4.
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Citizenship or Place of
Organization
United States of
America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5.
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Sole Voting Power
0
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6.
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Shared Voting Power
0
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7.
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Sole Dispositive Power
0
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8.
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Shared Dispositive Power
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
0
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10.
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Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (see instructions)
☐
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11.
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Percent of Class
Represented by Amount in Row 9
0.0%
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12.
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Type of Reporting Person
(see instructions)
IN
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(1)
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This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim
status as a “group” for purposes of this Schedule 13G.
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CUSIP No. 98983V 10 6
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13G
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1.
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Names of Reporting Persons
Benjamin Boyer
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2.
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Check the Appropriate Box
if a Member of a Group (see instructions)
(a) ☐ (b) ☒ (1)
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3.
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SEC USE ONLY
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4.
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Citizenship or Place of
Organization
United States of
America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5.
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Sole Voting Power
47,318 shares
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6.
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Shared Voting Power
0
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7.
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Sole Dispositive Power
47,318 shares
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8.
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Shared Dispositive Power
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
47,318 shares
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10.
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Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (see instructions)
☐
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11.
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Percent of Class
Represented by Amount in Row 9
0.0%
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12.
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Type of Reporting Person
(see instructions)
IN
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(1)
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This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim
status as a “group” for purposes of this Schedule 13G.
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CUSIP No. 98983V 10 6
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13G
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1.
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Names of Reporting Persons
Stewart Gollmer
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2.
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Check the Appropriate Box
if a Member of a Group (see instructions)
(a) ☐ (b) ☒ (1)
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3.
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SEC USE ONLY
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4.
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Citizenship or Place of
Organization
United States of
America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5.
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Sole Voting Power
25,000 shares
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6.
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Shared Voting Power
0
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7.
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Sole Dispositive Power
25,000 shares
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8.
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Shared Dispositive Power
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
25,000 shares
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10.
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Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (see instructions)
☐
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11.
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Percent of Class
Represented by Amount in Row 9
0.0%
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12.
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Type of Reporting Person
(see instructions)
IN
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(1)
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This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim
status as a “group” for purposes of this Schedule 13G.
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CUSIP No. 98983V 10 6
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13G
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1.
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Names of Reporting Persons
Brian Melton
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2.
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Check the Appropriate Box
if a Member of a Group (see instructions)
(a) ☐ (b) ☒ (1)
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3.
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SEC USE ONLY
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4.
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Citizenship or Place of
Organization
United States of
America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5.
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Sole Voting Power
0
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6.
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Shared Voting Power
0
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7.
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Sole Dispositive Power
0
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8.
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Shared Dispositive Power
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
0
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10.
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Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (see instructions)
☐
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11.
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Percent of Class
Represented by Amount in Row 9
0.0%
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12.
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Type of Reporting Person
(see instructions)
IN
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(1)
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This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim
status as a “group” for purposes of this Schedule 13G.
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CUSIP No. 98983V 10 6
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13G
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1.
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Names of Reporting Persons
Brian Paul
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2.
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Check the Appropriate Box
if a Member of a Group (see instructions)
(a) ☐ (b) ☒ (1)
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3.
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SEC USE ONLY
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4.
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Citizenship or Place of
Organization
United States of
America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5.
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Sole Voting Power
26,488 shares
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6.
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Shared Voting Power
0
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7.
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Sole Dispositive Power
26,488 shares
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8.
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Shared Dispositive Power
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
26,488 shares
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10.
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Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (see instructions)
☐
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11.
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Percent of Class
Represented by Amount in Row 9
0.0%
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12.
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Type of Reporting Person
(see instructions)
IN
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(1)
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This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim
status as a “group” for purposes of this Schedule 13G.
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Introductory Note: This statement on Schedule 13G is filed on behalf of the Reporting Persons, in respect of
shares of Class A Common Stock of Zuora, Inc., a Delaware corporation (the “Issuer”).
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Item 1(a).
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Name of Issuer:
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Item 1(b).
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Address of Issuer’s Principal Executive Officers:
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Zuora, Inc.
3050 South Delaware
Street, Suite 301
San Mateo, California 94403
United States of America
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Item 2(a).
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Name of Person(s) Filing:
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Tenaya Capital V, LP
Tenaya
Capital V-P, LP
Tenaya Capital V GP, LP
Tenaya Capital V GP, LLC
Thomas
Banahan
Benjamin Boyer
Stewart Gollmer
Brian Melton
Brian Paul
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Item 2(b).
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Address of Principal Business Office:
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Tenaya Capital
3280 Alpine Road
Portola Valley, California 94028
United States of America
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Tenaya Capital V, LP
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Delaware
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Tenaya Capital V-P, LP
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Delaware
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Tenaya Capital V GP, LP
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Delaware
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Tenaya Capital V GP, LLC
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Delaware
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Thomas Banahan
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United States of America
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Benjamin Boyer
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United States of America
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Stewart Gollmer
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United States of America
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Brian Melton
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United States of America
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Brian Paul
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United States of America
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Item 2(d).
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Title of Class of Securities:
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Class A Common Stock
98983V 10 6
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Item 3.
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If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
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Not applicable.
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Item 4(a).
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Amount Beneficially Owned:
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Item 4(b).
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Percent of Class:
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Item 4(c).
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Number of shares as to which such persons have:
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The following information with respect to the ownership of the Common Stock by the Reporting Persons filing This statement on Schedule 13G is provided as of
December 31, 2019:
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Reporting Persons
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Shares of Class A
Common Stock
Held Directly
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Sole
Voting
Power
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Shared
Voting
Power
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Sole
Dispositive
Power
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Shared
Dispositive
Power
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Beneficial
Ownership
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Percentage of
Class
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Tenaya Capital V, LP
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0
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0
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0
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0
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0.0
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%
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Tenaya Capital V-P, LP
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0
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0
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0
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0
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0.0
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%
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Tenaya Capital V GP, LP
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0
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0
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0
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0
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0.0
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%
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Tenaya Capital V GP, LLC
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0
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0
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0
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0
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0.0
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%
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Thomas Banahan
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0
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0
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0
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0
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0.0
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%
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Benjamin Boyer
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47,318
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47,318
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0
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47,318
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0
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47,318
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0.0
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%
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Stewart Gollmer
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25,000
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25,000
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0
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25,000
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0
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25,000
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0.0
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%
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Brian Melton
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0
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0
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0
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0
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0.0
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%
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Brian Paul
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26,488
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26,488
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0
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26,488
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0
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26,488
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0.0
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%
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Item 5.
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Ownership of Five Percent or Less of a Class:
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If this statement is being filed to report the fact that as of the date hereof, the Reporting Persons have ceased to be the beneficial owner of
more than five percent of the class of securities, check the following: ☒
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Item 6.
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Ownership of More Than Five Percent on Behalf of Another Person:
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Not applicable.
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Item 7.
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Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the
Parent Holding Company:
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Not applicable.
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Item 8.
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Identification and Classification of Members of the Group:
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Not applicable.
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Item 9.
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Notice of Dissolution of Group:
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Not applicable.
Not applicable.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Dated: February 7, 2020
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TENAYA CAPITAL V, LP
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/s/ Dorian A. Merritt
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By:
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Tenaya Capital V GP, LP
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Thomas Banahan by Dorian A. Merritt as Attorney-in-fact
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Its:
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General Partner
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By:
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Tenaya Capital V GP, LLC
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Its:
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General Partner
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/s/ Dorian A. Merritt
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By:
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/s/ Dorian A. Merritt
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Benjamin Boyer by Dorian A. Merritt as Attorney-in-fact
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Dorian A. Merritt as Attorney-in-fact
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TENAYA CAPITAL V-P, LP
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By:
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Tenaya Capital V GP, LP
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/s/ Dorian A. Merritt
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Its:
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General Partner
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Stewart Gollmer by Dorian A. Merritt as Attorney-in-fact
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By:
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Tenaya Capital V GP, LLC
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Its:
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General Partner
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By:
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/s/ Dorian A. Merritt
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/s/ Dorian A. Merritt
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Dorian A. Merritt as Attorney-in-fact
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Brian Melton by Dorian A. Merritt as Attorney-in-fact
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TENAYA CAPITAL V GP, LP
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By:
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Tenaya Capital V GP, LLC
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/s/ Dorian A. Merritt
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Its:
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General Partner
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Brian Paul by Dorian A. Merritt as Attorney-in-fact
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By:
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/s/ Dorian A. Merritt
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Dorian A. Merritt as Attorney-in-fact
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TENAYA CAPITAL V GP, LLC
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By:
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/s/ Dorian A. Merritt
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Dorian A. Merritt as Attorney-in-fact
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Exhibit(s):
Exhibit
99.1: Joint Filing Statement
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