DAVID TRAVERS - 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
-$4,966,860
Form type
4
Filing time
28 May 2021, 20:11:30 UTC
Previous filing
25 May 2021
Next filing
29 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 +248,343 +43% $0.000000 821,437 26 May 2021 Direct F1, F2
transaction ZIP Class A Common Stock Sale $4,966,860 -248,343 -30% $20.00 573,094 26 May 2021 Direct
holding ZIP Class A Common Stock 3,797,829 26 May 2021 See footnote F3
holding ZIP Class A Common Stock 842,612 26 May 2021 See footnote 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 -11,625 -6.2% 174,375 26 May 2021 Class B Common Stock 11,625 Direct F5, F6
transaction ZIP Restricted Stock Units Options Exercise -20,000 -100% 0 26 May 2021 Class B Common Stock 20,000 Direct F5, F7
transaction ZIP Restricted Stock Units Options Exercise -33,906 -31% 74,594 26 May 2021 Class B Common Stock 33,906 Direct F5, F8
transaction ZIP Restricted Stock Units Options Exercise -182,812 -56% 142,188 26 May 2021 Class B Common Stock 182,812 Direct F5, F9
transaction ZIP Class B Common Stock Options Exercise +248,343 248,343 26 May 2021 Class A Common Stock 248,343 Direct F2
transaction ZIP Class B Common Stock Conversion of derivative security -248,343 -100% 0 26 May 2021 Class A Common Stock 248,343 Direct F1, F2
* 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 held by Basepoint Ventures Opportunity I, LLC, of which the Reporting Person is a managing partner.
F4 Represents shares held by Basepoint Ventures Opportunity II, LLC, of which the Reporting Person is a managing partner.
F5 Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement.
F6 The RSUs vest as of 1/16 of the total shares quarterly beginning on January 1, 2021 until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.
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.
F8 The RSUs vested as to 25% of the total shares on January 1, 2021, and then 6.25% of the total shares vest quarterly thereafter, subject to the Reporting Person's continued service to the Issuer on each vesting date.
F9 The RSUs vested as to 25% of the total shares on April 1, 2020, and then 6.25% of the total shares vest quarterly thereafter, subject to the Reporting Person's continued service to the Issuer on each vesting date.