Ownership Submission
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

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Price Matthew Adrian
   2. Issuer Name and Ticker or Trading Symbol
Zendesk, Inc. [ZEN] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP of Global Marketing
(Last)
(First)
(Middle)
1019 MARKET STREET		 3. Date of Earliest Transaction (Month/Day/Year)
12/29/2014
(Street)

SAN FRANCISCO, CA 94103		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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
Common Stock 12/29/2014   M(1)   7,376 A $ 0.61 7,376 D  
Common Stock 12/29/2014   M(1)   2,416 A $ 2.3 9,792 D  
Common Stock 12/29/2014   M(1)   958 A $ 9.52 10,750 D  
Common Stock 12/29/2014   S(1)   7,176 D $ 24.4192 (2) 3,574 D  
Common Stock 12/29/2014   S(1)   3,574 D $ 25.008 (3) 0 D  
Common Stock 12/30/2014   M(1)   7,386 A $ 0.61 7,386 D  
Common Stock 12/30/2014   M(1)   1,596 A $ 2.3 8,982 D  
Common Stock 12/30/2014   M(1)   958 A $ 9.52 9,940 D  
Common Stock 12/30/2014   S(1)   9,940 D $ 24.3632 (4) 0 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(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
Stock Option (Right to Buy) $ 0.61 12/29/2014   M(1)     7,376   (5) 05/19/2021 Common Stock 7,376 $ 0 31,865 D  
Stock Option (Right to Buy) $ 2.3 12/29/2014   M(1)     2,416   (6) 07/18/2022 Common Stock 2,416 $ 0 53,263 D  
Stock Option (Right to Buy) $ 9.52 12/29/2014   M(1)     958   (7) 02/13/2024 Common Stock 958 $ 0 96,798 D  
Stock Option (Right to Buy) $ 0.61 12/30/2014   M(1)     7,386   (5) 05/19/2021 Common Stock 7,386 $ 0 24,479 D  
Stock Option (Right to Buy) $ 2.3 12/30/2014   M(1)     1,596   (6) 07/18/2022 Common Stock 1,596 $ 0 51,667 D  
Stock Option (Right to Buy) $ 9.52 12/30/2014   M(1)     958   (7) 02/13/2024 Common Stock 958 $ 0 95,840 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Price Matthew Adrian
1019 MARKET STREET
SAN FRANCISCO, CA 94103		       SVP of Global Marketing  

Signatures

 /s/ John Geschke, Attorney-in-Fact for Matthew Adrian Price   12/31/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
(2) The sale price reported in column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $23.92 to $24.89 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
(3) The sale price reported in column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $24.94 to $25.01 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
(4) The sale price reported in column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $24.00 to $24.77 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
(5) 1/4th of the shares subject to the option vested on May 5, 2012 and 1/48th of the shares subject to the option shall vest monthly thereafter, subject to the Reporting Person's continuous service to the Issuer on each such date. 50% of the then unvested shares are subject to acceleration upon the occurrence of certain events.
(6) 1/5th of the shares subject to the option vested on July 18, 2013 and 1/60th of the shares subject to the option shall vest monthly thereafter, subject to the Reporting Person's continuous service to the Issuer on each such date. 50% of the then unvested shares are subject to acceleration upon the occurrence of certain events.
(7) The option is immediately exercisable as of the grant date. 1/60th of the shares vest monthly after the vesting commencement date of February 13, 2014, subject to the Reporting Person's continuous service to the Issuer on each such date. 50% of the then unvested shares are subject to acceleration upon the occurrence of certain events. Unvested shares exercised are subject to a right of repurchase in favor of the Issuer should the Reporting Person cease to provide continuous service.

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