Hogan Lovells US LLP Columbia Square 555 Thirteenth Street, NW Washington, DC 20004 T +1 202 637 5600 F +1 202 637 5910 www.hoganlovells.comMerger Agreement • January 5th, 2022 • Zendesk, Inc. • Services-computer processing & data preparation
This opinion letter is being delivered to you in connection with the Agreement and Plan of Merger (the “Merger Agreement”), dated as of October 28, 2021, by and among Zendesk, Inc., a Delaware corporation (“Parent”), Milky Way Acquisition Corp., a Delaware corporation and direct wholly-owned subsidiary of Parent (“Merger Sub”), and Momentive Global Inc., a Delaware corporation (the “Company”), and the Registration Statement on Form S-4 (including the Joint Proxy Statement/Prospectus contained therein) initially filed by the Parent on December 6, 2021 with the Securities and Exchange Commission under the Securities Act of 1933 (the “Act”) in connection with the Merger (as amended through the date hereof, the “Form S-4”).1
