Schedule 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2

(Amendment No.             ) *

 

 

Zynga Inc.

(Name of Issuer)

 

 

Class A Common Stock

(Title of Class of Securities)

98986T 10 8

(CUSIP Number)

December 31, 2011

(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)

x Rule 13d-1(d)

 

* 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 disclosures provided in a prior cover page.

The information required on 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).

 

 

 


13 G

 

CUSIP NO. 98986T 10 8   Page 2 of 10 Pages

 

  1   

NAMES OF REPORTING PERSONS.

Foundry Venture Capital 2007, L.P.

 

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  x  (1)

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

34,560,060 (2)(3)

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

34,560,060 (2)(3)

  9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

34,560,060 shares (2)(3)

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

¨

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

22.16% (3)(4)(5)

12

 

TYPE OF REPORTING PERSON*

 

PN

 

(1) This Schedule 13G is filed by Foundry Venture Capital 2007, L.P. (“Foundry”), Foundry Venture 2007, LLC. (“FV”), Brad Feld (“Feld”), Seth Levine (“Levine”), Ryan McIntyre (“McIntyre”) and Jason Mendelson (“Mendelson” and together with Foundry, FV, Feld, Levine and McIntyre, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
(2) Consists of 34,560,060 shares of Class B Common Stock of the Issuer. The Class B Common Stock is convertible at the holder’s option in the Issuer’s Class A Common Stock on a 1-for-1 basis. The holders of Class B Common Stock are entitled to seven votes per share and the holders of Class A Common Stock are entitled to one vote per share.
(3) The shares are held by Foundry. FV serves as the general partner of Foundry and has sole voting and investment control over the shares owned by Foundry and may be deemed to own beneficially the shares held by Foundry. FV owns no securities of the Issuer directly. Feld, Levine, McIntyre and Mendelson are Managing members of Foundry Group, an affiliate of Foundry and share voting and dispositive power over the shares held by Foundry, and may be deemed to own beneficially the shares held by Foundry. The Managing Members own no securities of the Issuer directly.
(4) Based on 121,381,032 shares of the Issuer’s Class A Common Stock outstanding as of December 31, 2011, as reported by the Issuer to the Reporting Person, plus 34,560,060 shares of the Issuer’s Class B Common Stock held by the Reporting Persons as of December 31, 2011, which are treated as converted into Class A Common Stock only for the purpose of computing the percentage ownership of the Reporting Person.
(5) The 34,560,060 shares of Class B Common Stock held by the Reporting Person represent 4.79% of the Issuer’s outstanding Common Stock as of December 31, 2011, based on a total of 721,592,587 shares of Common Stock outstanding as of December 31, 2011, as reported by the Issuer to the Reporting Person.

 

2.


13 G

 

CUSIP NO. 98986T 10 8   Page 3 of 10 Pages

 

  1   

NAMES OF REPORTING PERSONS.

Foundry Venture 2007, LLC.

 

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  x  (1)

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

34,560,060 (2)(3)

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

34,560,060 (2)(3)

  9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

34,560,060 shares (2)(3)

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

¨

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

22.16% (3)(4)(5)

12

 

TYPE OF REPORTING PERSON*

 

OO

 

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
(2) Consists of 34,560,060 shares of Class B Common Stock of the Issuer. The Class B Common Stock is convertible at the holder’s option in the Issuer’s Class A Common Stock on a 1-for-1 basis. The holders of Class B Common Stock are entitled to seven votes per share and the holders of Class A Common Stock are entitled to one vote per share.
(3) The shares are held by Foundry. FV serves as the general partner of Foundry and has sole voting and investment control over the shares owned by Foundry and may be deemed to own beneficially the shares held by Foundry. FV owns no securities of the issuer directly. Feld, Levine, McIntyre and Mendelson are Managing members of Foundry Group, an affiliate of Foundry and share voting and dispositive power over the shares held by Foundry, and may be deemed to own beneficially the shares held by Foundry. The Managing Members own no securities of the Issuer directly.
(4) Based on 121,381,032 shares of the Issuer’s Class A Common Stock outstanding as of December 31, 2011, as reported by the Issuer to the Reporting Person, plus 34,560,060 shares of the Issuer’s Class B Common Stock held by the Reporting Persons as of December 31, 2011, which are treated as converted into Class A Common Stock only for the purpose of computing the percentage ownership of the Reporting Person.
(5) The 34,560,060 shares of Class B Common Stock held by the Reporting Person represent 4.79% of the Issuer’s outstanding Common Stock as of December 31, 2011, based on a total of 721,592,587 shares of Common Stock outstanding as of December 31, 2011, as reported by the Issuer to the Reporting Person.

 

3.


13 G

 

CUSIP NO. 98986T 10 8   Page 4 of 10 Pages

 

  1   

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Bradley Feld

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  x  (1)

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

34,560,060 (2)(3)

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

34,560,060 (2)(3)

  9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

34,560,060 shares (2)(3)

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

¨

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

22.16% (3)(4)(5)

12

 

TYPE OF REPORTING PERSON*

 

IN

 

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
(2) Consists of 34,560,060 shares of Class B Common Stock of the Issuer. The Class B Common Stock is convertible at the holder’s option in the Issuer’s Class A Common Stock on a 1-for-1 basis. The holders of Class B Common Stock are entitled to seven votes per share and the holders of Class A Common Stock are entitled to one vote per share.
(3) The shares are held by Foundry. FV serves as the general partner of Foundry and has sole voting and investment control over the shares owned by Foundry and may be deemed to own beneficially the shares held by Foundry. FV owns no securities of the issuer directly. Feld, Levine, McIntyre and Mendelson are Managing members of Foundry Group, an affiliate of Foundry and share voting and dispositive power over the shares held by Foundry, and may be deemed to own beneficially the shares held by Foundry. The Managing Members own no securities of the Issuer directly.
(4) Based on 121,381,032 shares of the Issuer’s Class A Common Stock outstanding as of December 31, 2011, as reported by the Issuer to the Reporting Person, plus 34,560,060 shares of the Issuer’s Class B Common Stock held by the Reporting Persons as of December 31, 2011, which are treated as converted into Class A Common Stock only for the purpose of computing the percentage ownership of the Reporting Person.
(5) The 34,560,060 shares of Class B Common Stock held by the Reporting Person represent 4.79% of the Issuer’s outstanding Common Stock as of December 31, 2011, based on a total of 721,592,587 shares of Common Stock outstanding as of December 31, 2011, as reported by the Issuer to the Reporting Person.

 

4.


13 G

 

CUSIP NO. 98986T 10 8   Page 5 of 10 Pages

 

  1   

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Seth Levine

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  x  (1)

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

34,560,060 (2)(3)

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

34,560,060 (2)(3)

  9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

34,560,060 shares (2)(3)

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

¨

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

22.16% (3)(4)(5)

12

 

TYPE OF REPORTING PERSON*

 

IN

 

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
(2) Consists of 34,560,060 shares of Class B Common Stock of the Issuer. The Class B Common Stock is convertible at the holder’s option in the Issuer’s Class A Common Stock on a 1-for-1 basis. The holders of Class B Common Stock are entitled to seven votes per share and the holders of Class A Common Stock are entitled to one vote per share.
(3) The shares are held by Foundry. FV serves as the general partner of Foundry and has sole voting and investment control over the shares owned by Foundry and may be deemed to own beneficially the shares held by Foundry. FV owns no securities of the issuer directly. Feld, Levine, McIntyre and Mendelson are Managing members of Foundry Group, an affiliate of Foundry and share voting and dispositive power over the shares held by Foundry, and may be deemed to own beneficially the shares held by Foundry. The Managing Members own no securities of the Issuer directly.
(4) Based on 121,381,032 shares of the Issuer’s Class A Common Stock outstanding as of December 31, 2011, as reported by the Issuer to the Reporting Person, plus 34,560,060 shares of the Issuer’s Class B Common Stock held by the Reporting Persons as of December 31, 2011, which are treated as converted into Class A Common Stock only for the purpose of computing the percentage ownership of the Reporting Person.
(5) The 34,560,060 shares of Class B Common Stock held by the Reporting Person represent 4.79% of the Issuer’s outstanding Common Stock as of December 31, 2011, based on a total of 721,592,587 shares of Common Stock outstanding as of December 31, 2011, as reported by the Issuer to the Reporting Person.

 

5.


13 G

 

CUSIP NO. 98986T 10 8   Page 6 of 10 Pages

 

  1   

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Ryan McIntyre

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  x  (1)

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

SOLE VOTING POWER

 

0

    6    

SHARED VOTING POWER

 

34,560,060 (2)(3)

    7    

SOLE DISPOSITIVE POWER

 

0

    8    

SHARED DISPOSITIVE POWER

 

34,560,060 (2)(3)

  9 

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

34,560,060 shares (2)(3)

 10 

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

¨

 11 

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

22.16% (3)(4)(5)

 12 

 

TYPE OF REPORTING PERSON*

 

IN

 

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
(2) Consists of 34,560,060 shares of Class B Common Stock of the Issuer. The Class B Common Stock is convertible at the holder’s option in the Issuer’s Class A Common Stock on a 1-for-1 basis. The holders of Class B Common Stock are entitled to seven votes per share and the holders of Class A Common Stock are entitled to one vote per share.
(3) The shares are held by Foundry. FV serves as the general partner of Foundry and has sole voting and investment control over the shares owned by Foundry and may be deemed to own beneficially the shares held by Foundry. FV owns no securities of the issuer directly. Feld, Levine, McIntyre and Mendelson are Managing members of Foundry Group, an affiliate of Foundry and share voting and dispositive power over the shares held by Foundry, and may be deemed to own beneficially the shares held by Foundry. The Managing Members own no securities of the Issuer directly.
(4) Based on 121,381,032 shares of the Issuer’s Class A Common Stock outstanding as of December 31, 2011, as reported by the Issuer to the Reporting Person, plus 34,560,060 shares of the Issuer’s Class B Common Stock held by the Reporting Persons as of December 31, 2011, which are treated as converted into Class A Common Stock only for the purpose of computing the percentage ownership of the Reporting Person.
(5) The 34,560,060 shares of Class B Common Stock held by the Reporting Person represent 4.79% of the Issuer’s outstanding Common Stock as of December 31, 2011, based on a total of 721,592,587 shares of Common Stock outstanding as of December 31, 2011, as reported by the Issuer to the Reporting Person.

 

6.


13 G

 

CUSIP NO. 98986T 10 8   Page 7 of 10 Pages

 

  1   

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Jason Mendelson

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *

(a)  ¨        (b)  x  (1)

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

34,560,060 (2)(3)

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

34,560,060 (2)(3)

  9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

34,560,060 shares (2)(3)

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

¨

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

22.16% (3)(4)(5)

12

 

TYPE OF REPORTING PERSON*

 

IN

 

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
(2) Consists of 34,560,060 shares of Class B Common Stock of the Issuer. The Class B Common Stock is convertible at the holder’s option in the Issuer’s Class A Common Stock on a 1-for-1 basis. The holders of Class B Common Stock are entitled to seven votes per share and the holders of Class A Common Stock are entitled to one vote per share.
(3) The shares are held by Foundry. FV serves as the general partner of Foundry and has sole voting and investment control over the shares owned by Foundry and may be deemed to own beneficially the shares held by Foundry. FV owns no securities of the issuer directly. Feld, Levine, McIntyre and Mendelson are Managing members of Foundry Group, an affiliate of Foundry and share voting and dispositive power over the shares held by Foundry, and may be deemed to own beneficially the shares held by Foundry. The Managing Members own no securities of the Issuer directly.
(4) Based on 121,381,032 shares of the Issuer’s Class A Common Stock outstanding as of December 31, 2011, as reported by the Issuer to the Reporting Person, plus 34,560,060 shares of the Issuer’s Class B Common Stock held by the Reporting Persons as of December 31, 2011, which are treated as converted into Class A Common Stock only for the purpose of computing the percentage ownership of the Reporting Person.
(5) The 34,560,060 shares of Class B Common Stock held by the Reporting Person represent 4.79% of the Issuer’s outstanding Common Stock as of December 31, 2011, based on a total of 721,592,587 shares of Common Stock outstanding as of December 31, 2011, as reported by the Issuer to the Reporting Person.

 

7.


Introductory Note: This statement on Schedule 13G is filed by the Reporting Persons with the Commission in respect of shares of Common Stock (“Common Stock”), of Zynga Inc., a Delaware corporation (the “Issuer”).

 

Item 1

 

(a)    Name of Issuer:

   Zynga Inc.   

(b)    Address of Issuer’s

     

      Principal Executive Offices:

   699 Eighth Street   
   San Francisco, California 94103   

 

 

Item 2

 

(a) Name of Reporting Persons Filing:

 

  1. Foundry Venture Capital 2007, L.P. (“Foundry”)
  2. Foundry Venture 2007, LLC. (“FV”)
  3. Bradley Feld (“Feld”)
  4. Seth Levine (“Levine”)
  5. Ryan McIntyre (“McIntyre”)
  6. Jason Mendelson (“Mendelson”)

 

(b)    Address of Principal Business Office:

   c/o Foundry Group   
   1050 Walnut Street, Suite 210   
   Boulder, CO 80302   

 

(c) Citizenship:

 

         Foundry

     Delaware

         FV

     Delaware

         Feld

     United States of America

         Levine

     United States of America

         McIntyre

     United States of America

         Mendelson

     United States of America

 

(d) Title of Class of Securities: Class A Common Stock

 

(e) CUSIP Number: 98986T 10 8

 

Item 3 Not applicable.

 

8.


Item 4 Ownership.

The following information with respect to the beneficial ownership of the Class A Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2011:

 

Reporting Persons

   Shares Held
Directly (1)
     Sole
Voting
Power
     Shared
Voting
Power (1)
     Sole
Dispositive
Power
     Shared
Dispositive
Power (1)
     Beneficial
Ownership(1)
     Percentage
of Class (1,
3, 4)
 

Foundry

     34,560,060         0         34,560,060         0         34,560,060         34,560,060         22.16

FV(2)

     0         0         34,560,060         0         34,560,060         34,560,060         22.16

Feld (2)

     0         0         34,560,060         0         34,560,060         34,560,060         22.16

Levine (2)

     0         0         34,560,060         0         34,560,060         34,560,060         22.16

McIntyre (2)

     0         0         34,560,060         0         34,560,060         34,560,060         22.16

Mendelson (2)

     0         0         34,560,060         0         34,560,060         34,560,060         22.16

 

(1) Consists of 34,560,060 shares of Class B Common Stock of the Issuer. The Class B Common Stock is convertible at the holder’s option in the Issuer’s Class A Common Stock on a 1-for-1 basis. The holders of Class B Common Stock are entitled to seven votes per share and the holders of Class A Common Stock are entitled to one vote per share.
(2) The shares are held by Foundry. FV serves as the general partner of Foundry and has sole voting and investment control over the shares owned by Foundry and may be deemed to own beneficially the shares held by Foundry. FV own no securities of the issuer directly. Levine, McIntyre, Mendelson and Feld are Managing members of Foundry Group, an affiliate of Foundry and share voting and dispositive power over the shares held by Foundry, and may be deemed to own beneficially the shares held by Foundry. The Managing Members own no securities of the Issuer directly.
(3) Based on 121,381,032 shares of the Issuer’s Class A Common Stock outstanding as of December 31, 2011, as reported by the Issuer to the Reporting Person, plus 34,560,060 shares of the Issuer’s Class B Common Stock held by the Reporting Persons as of December 31, 2011, which are treated as converted into Class A Common Stock only for the purpose of computing the percentage ownership of the Reporting Person.
(4) The 34,560,060 shares of Class B Common Stock held by the Reporting Person represent 4.79% of the Issuer’s outstanding Common Stock as of December 31, 2011, based on a total of 721,592,587 shares of Common Stock outstanding as of December 31, 2011, as reported by the Issuer to the Reporting Person.

 

Item 5 Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof, the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: ¨

 

Item 6 Ownership of More Than Five Percent on Behalf of Another Person.

   Not applicable.

 

Item 7 Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company.

   Not applicable.

 

Item 8 Identification and Classification of Members of the Group.

   Not applicable.

 

Item 9 Notice of Dissolution of Group.

   Not applicable.

 

Item 10 Certification.

   Not applicable.

 

9.


SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in the attached statement on Schedule 13G is true, complete and correct.

 

Dated: February 14, 2012
FOUNDRY VENTURE CAPITAL 2007, L.P.
By:   Foundry Venture 2007, LLC
Its:   General Partner

 

By:   /s/    Jason Mendelson         
  Jason Mendelson, Manager

 

FOUNDRY VENTURE 2007, LLC
By:   /s/    Jason Mendelson        
  Jason Mendelson, Manager

 

  /s/    Jason Mendelson         
  Jason Mendelson

 

  /s/    Jason Mendelson        
  Jason Mendelson, Attorney-in-Fact for Brad Feld

 

  /s/    Jason Mendelson        
  Jason Mendelson, Attorney-in-Fact for Seth Levine

 

  /s/    Jason Mendelson      
  Jason Mendelson, Attorney-in-Fact for Ryan McIntyre

Exhibit(s):

 

A: Joint Filing Statement

 

10.

Joint Filing Statement

13 G

 

CUSIP No. 98986T 10 8   Exhibit 99.1

EXHIBIT A

JOINT FILING STATEMENT

We, the undersigned, hereby express our agreement that the attached statement on Schedule 13G relating to the Common Stock of Zynga Inc. is filed on behalf of each of us.

 

Dated: February 14, 2012
FOUNDRY VENTURE CAPITAL 2007, L.P.
By:   Foundry Venture 2007, LLC
Its:   General Partner

 

By:   /s/    Jason Mendelson        
  Jason Mendelson, Manager

 

FOUNDRY VENTURE 2007, LLC
By:   /s/    Jason Mendelson        
  Jason Mendelson, Manager

 

  /s/    Jason Mendelson        
  Jason Mendelson

 

  /s/    Jason Mendelson        
  Jason Mendelson, Attorney-in-Fact for Brad Feld

 

  /s/    Jason Mendelson        
  Jason Mendelson, Attorney-in-Fact for Seth Levine

 

  /s/    Jason Mendelson         
  Jason Mendelson, Attorney-in-Fact for Ryan McIntyre