Statement of Changes in Beneficial Ownership (4)

FORM 4

[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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3235-0287

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Srinivasan Sri	2. Issuer Name and Ticker or Trading Symbol ZUORA INC [ ZUO ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) Chief Product & Tech Officer
(Last)          (First)          (Middle) C/O ZUORA, INC., 101 REDWOOD SHORES PARKWAY	3. Date of Earliest Transaction (MM/DD/YYYY) 9/1/2021
(Street) REDWOOD CITY, CA 94065 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units (RSU)(Class A)	(1)	9/1/2021		A		120000		(2)	(3)	Class A Common Stock	120000.0	$0	120000	D

Explanation of Responses:
(1)	Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock upon vesting for no consideration.
(2)	The RSUs vest over three years, with 1/3 of the shares underlying the initial award vesting on June 30, 2022, and the remaining shares vesting as to 1/3 of the shares underlying the initial award on each of June 30, 2023 and June 30, 2024, so long as the Reporting Person continues to provide services to the Issuer through each vesting date.
(3)	RSUs do not expire; these securities either vest and settle or are canceled prior to the vesting date.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Srinivasan Sri C/O ZUORA, INC. 101 REDWOOD SHORES PARKWAY REDWOOD CITY, CA 94065			Chief Product & Tech Officer

Signatures
/s/ Jennifer Pileggi as attorney-in-fact for Sri Srinivasan		9/2/2021
**Signature of Reporting Person		Date