UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934
Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐
Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to §240.14a-11(c) or §240.14a-2
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Zscaler, Inc.
(Name of Registrant as Specified In Its Charter)
Payment of Filing Fee (Check all boxes that apply):
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Fee paid previously with preliminary materials.
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Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)1 and 0-11.
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Your Vote Counts! ZSCALER, INC. 120 HOLGER WAY SAN JOSE, CALIFORNIA
95134 ZSCALER, INC. 2023 Annual Meeting Vote by January 4, 2024 11:59 PM ET You invested in ZSCALER, INC. and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice
regarding the availability of proxy material for the stockholder meeting to be held on January 5, 2024. Get informed before you vote View the Notice and Proxy Statement and Annual Report online OR you can receive a free paper or email copy
of the material(s) by requesting prior to December 22, 2023. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an
email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy. Vote Virtually at the
Meeting* January 5, 2024 1:00 p.m., Pacific Time Virtually at: www.virtualshareholdermeeting.com/ZS2023 *Please check the meeting materials for any special requirements for meeting attendance. Smartphone users Point your camera here and
vote without entering a control number V1.2 For complete information and to vote, visit www.ProxyVote.com Control # V26056-P01252
Vote at www.ProxyVote.com THIS IS NOT A VOTABLE BALLOT This is an overview of
the proposals being presented at the upcoming stockholder meeting. Please follow the instructions on the reverse side to vote these important matters. Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click
“Delivery Settings”. Voting Items Board Recommends To elect one Class III Director to hold office until the 2026 Annual Meeting of Stockholders or until their successor is elected and qualified, subject to their earlier death, resignation
or removal. Nominee: Jay Chaudhry For 2. To ratify the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for fiscal year 2024. For 3. To approve on a non-binding, advisory basis, the
compensation of our named executive officers. For NOTE: Such other business as may properly come before the meeting or any adjournment thereof. V26057-P01252
