Item 5.07. Submission of Matters to a Vote of Security Holders.

On June 22, 2021, Zuora, Inc., a Delaware corporation ("Zuora"), held its 2021 Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, Zuora's stockholders voted on three proposals, which are described in Zuora's definitive proxy statement filed with the Securities and Exchange Commission on May 11, 2021, as supplemented (the "Proxy Statement"). There were 90,194,056 shares of Class A common stock and 10,648,369 shares of Class B common stock present at the Annual Meeting in person or by proxy, which constituted a quorum for the transaction of business. In deciding the proposals at the Annual Meeting, each share of Class A common stock represents one vote and each share of Class B common stock represents ten votes. The final results for the votes regarding each proposal are set forth below.

1.Proposal 1: Zuora's stockholders elected two Class III directors to Zuora's Board of Directors, to serve until our 2024 annual meeting of stockholders or until each such director's successor is duly elected and qualified, subject to their earlier resignation or removal. The voting results regarding this proposal are set forth below:



           Name                         For            Withhold        Broker Non-Votes
           Kenneth A. Goldman       139,721,857       33,421,654          23,534,235
           Tien Tzuo                160,790,212       12,353,299          23,534,235


2.Proposal 2: Zuora's stockholders ratified the appointment of KPMG LLP as Zuora's independent registered public accounting firm for the fiscal year ending January 31, 2022. The voting results regarding this proposal are set forth below:



                              For:          196,056,313
                              Against:          475,545
                              Abstain:          145,888


3.Proposal 3: Zuora's stockholders approved, on a non-binding advisory basis, the compensation paid by Zuora to its named executive officers.



                          For:                  167,381,950
                          Against:                5,469,473
                          Abstain:                  292,088
                          Broker Non-Votes       23,534,235







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