Hadley Harbor Master Investors (Cayman) II L.P. - May 14, 2021 Form 3 Insider Report for ZIPRECRUITER, INC. (ZIP)

Role
10%+ Owner
Signature
Hadley Harbor Master Investors (Cayman) II L.P., By: Wellington Management Company LLP, as investment advisor, Jennifer Boylan, Vice President and Counsel
Stock symbol
ZIP
Transactions as of
May 14, 2021
Transactions value $
$0
Form type
3
Date filed
5/14/2021, 09:15 PM
Next filing
May 19, 2021

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding ZIP Class B Common Stock May 14, 2021 Class A Common Stock 6.79M $0.00 Direct F1
holding ZIP Series B Preferred Stock May 14, 2021 Class B Common Stock 2.71M $0.00 Direct F1, F2
holding ZIP Convertible Promissory Note May 14, 2021 Class B Common Stock 1.85M $8.29 Direct F1, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.
F2 Each share of Series B Preferred Stock will automatically convert into one share of Class B Common Stock upon the effectiveness of the registration statement on Form S-1 and has no expiration date.
F3 The Convertible Promissory Note has a principal amount of $15,000,000.00, and accrues interest at the rate of 2.5% per annum compounded annually. Assuming a conversion price of $8.2909 per share (which is the maximum conversion price at which the Convertible Promissory Note is convertible by its terms), the Convertible Promissory Note will automatically convert into 1,851,097 shares of Class B Common Stock immediately following the first trading day of the Issuer's Class A Common Stock on the New York Stock Exchange, currently expected to be May 26, 2021.
F4 The maturity date of the Convertible Notes is the earliest to occur of: (1) June 22, 2023 or (2) an event of default under the Convertible Promissory Note.