To your , JANA Couples LLC (“JANA”) awarded a page on the Board out-of Directors (the brand new “Board”) out of Zendesk, Inc

We feel he could be ideally appropriate work on the remaining directors to help you rehabilitate the company’s status having dealers and drive stockholder worth

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We think he’s if at all possible suited to work with the remainder directors so you can rehabilitate the business’s position that have investors and you will push stockholder value

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We feel he is if at all possible suited to manage the remainder directors so you’re able to rehabilitate the company’s standing which have traders and you will drive stockholder worth

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(the newest “Company”) explaining exactly what JANA thinks to get significant strategic and you will working missteps on behalf of the latest Panel and you will announcing one JANA has identified and you can nominated four highly-qualified visitors to stand for election to the Board at Organization’s 2022 annual meeting off stockholders. A copy of one’s page try filed herewith as the Display step one. Information about the participants (just like the discussed into the Showcase 2) in any upcoming solicitation regarding proxies regarding the Business is registered firstmet review herewith while the Display dos.

Zendesk’s (the “Company”) extended effort so you can victory service towards Momentive purchase might have been satisfied by the vociferous and you will sustained rebuke. JANA Partners (“we”), other investors and sell-top analysts features criticized and you may compared the acquisition. Last Saturday we had been registered of the top separate proxy advisory enterprises ISS and you may Glass Lewis, each of hence informed Zendesk shareholders to help you vote Up against the transaction. On the February twenty five th choose quickly approaching, we believe Zendesk investors tend to fundamentally be able to save themselves from their individual board by voting down the Momentive transaction.

Yet not, long-term damage might have been over. We feel the panel has all but hoping one Zendesk usually suffer a persistent discount to help you their inherent well worth. New panel indicates a reckless forget getting stockholder money, an appearing readiness to use “suspicious cause” whenever challenged, and more than recently strengthened issues about the history of refusing to build relationships interested proper and economic people into the Providers. With the most recent board within helm, we think investors is actually constantly vulnerable to what Glass Lewis classified given that board’s “in a position, flames, aim” process.

To deal with the destruction Zendesk’s board has recently inflicted for the shareholders in order to stop after that spoil, we feel brand new board need certainly to be replaced with able to fiduciaries otherwise reverse course and engage curious proper and you will economic consumers to market the business.

Our company is nominating Quincy Allen, Felicia Alvaro, Jeff Fox and you may Scott Ostfeld getting election towards panel during the their 2022 annual appointment (biographical recommendations lower than). These highly certified nominees promote social organization President, CFO, COO, panel and you will resource experience with app and you will technology, along with functional, approach, M&A great, fund and you may governance feel. If you want to talk about this issue subsequent, we are able to become achieved from the (212) 455-0900.

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