Ian H. Siegel - 26 May 2021 Form 4 Insider Report for ZIPRECRUITER, INC. (ZIP)

Signature
/s/ Ryan Sakamoto, Attorney-in-Fact for Reporting Person
Issuer symbol
ZIP
Transactions as of
26 May 2021
Net transactions value
-$2,942,300
Form type
4
Filing time
28 May 2021, 20:10:34 UTC
Previous filing
19 May 2021
Next filing
16 Jun 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ZIP Class A Common Stock Conversion of derivative security $0 +40,000 $0.000000 40,000 26 May 2021 Direct F1, F2
transaction ZIP Class A Common Stock Sale $800,000 -40,000 -100% $20.00 0 26 May 2021 Direct
transaction ZIP Class A Common Stock Sale $942,300 -45,000 -4.1% $20.94 1,055,000 26 May 2021 See Footnote F3
transaction ZIP Class A Common Stock Sale $400,000 -20,000 -36% $20.00 35,626 26 May 2021 By Robert Eugene Tortorete F4
transaction ZIP Class A Common Stock Sale $800,000 -40,000 -47% $20.00 44,426 26 May 2021 By Ruth Tortorete F4
holding ZIP Class A Common Stock 105,532 26 May 2021 See Footnote F5
holding ZIP Class A Common Stock 42,213 26 May 2021 By Matthew Siegel F4

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
transaction ZIP Restricted Stock Units Options Exercise -40,000 -100% 0 26 May 2021 Class B Common Stock 40,000 Direct F6, F7
transaction ZIP Class B Common Stock Options Exercise +40,000 40,000 26 May 2021 Class A Common Stock 40,000 Direct F2
transaction ZIP Class B Common Stock Conversion of derivative security -40,000 -100% 0 26 May 2021 Class A Common Stock 40,000 Direct F1, F2
holding ZIP Class B Common Stock 13,029,486 26 May 2021 Class A Common Stock 13,029,486 See Footnote F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the conversion of Class B Common Stock held of record by the Reporting Person into Class A Common Stock.
F2 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.
F3 Represents shares are held by the Siegel Family Trust, of which the Reporting Person and Rochelle Siegel are co-trustees.
F4 The Reporting Person has voting, but not dispositive, power over such shares and disclaims beneficial ownership of such shares.
F5 Represents shares held by The Siegel Community Property Trust, Dated April 27, 1995, As Amended, of which Michael Siegel and Sheila Siegel are co-trustees. The Reporting Person has voting, but not dispositive, power over such shares.
F6 Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement.
F7 The RSUs shall 100% vest upon the earliest to occur of (a) first trading day following the expiration of the lockup period applicable to the IPO of the Issuer's equity securities pursuant to an effective registration statement, (b) March 15 of the calendar year following the year in which an IPO occurs or (c) a change of control, provided that the Reporting Person remains an employee or provider of service to the Issuer at such time. The Issuer's Board of Directors has waived the foregoing vesting requirement such that the RSUs shall vest in full effective as of the earlier of (a) the first day of trading of the Issuer's Class A Common Stock on the New York Stock Exchange and (b) March 15, 2022.