RYAN EBERHARD - 15 Sep 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
15 Sep 2021
Net transactions value
-$240,801
Form type
4
Filing time
17 Sep 2021, 21:42:30 UTC
Previous filing
18 Aug 2021
Next filing
29 Sep 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 +17,181 +12% $0.000000 161,061 15 Sep 2021 Direct F1, F2
transaction ZIP Class A Common Stock Sale $240,801 -9,283 -5.8% $25.94 151,778 15 Sep 2021 Direct F3

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 $0 -7,125 -7.1% $0.000000 92,625 15 Sep 2021 Class B Common Stock 7,125 Direct F4, F5, F6
transaction ZIP Restricted Stock Units Options Exercise $0 -2,556 -12% $0.000000 17,894 15 Sep 2021 Class B Common Stock 2,556 Direct F4, F7, F8
transaction ZIP Restricted Stock Units Options Exercise $0 -7,500 -17% $0.000000 37,500 15 Sep 2021 Class B Common Stock 7,500 Direct F4, F9
transaction ZIP Class B Common Stock Options Exercise $0 +17,181 $0.000000 17,181 15 Sep 2021 Class A Common Stock 17,181 Direct F2
transaction ZIP Class B Common Stock Conversion of derivative security $0 -17,181 -100% $0.000000* 0 15 Sep 2021 Class A Common Stock 17,181 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 the aggregate number of shares sold by the Reporting Person to cover taxes and fees due upon the release and settlement of the restricted stock unit ("RSU"). The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes and fees.
F4 Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement.
F5 Commencing on March 24, 2021, the RSUs shall vest upon satisfaction of two conditions while the recipient remains an employee or provider of services to the Issuer: (a) a time and service requirement satisfied as to 1/16 of the RSUs on each quarterly vesting date following the vesting commencement date; and (b) a liquidity event requirement satisfied on the earliest to occur of the first trading day following the expiration of the lockup period applicable to an IPO of the Issuer's equity securities pursuant to an effective registration statement, March 15 of the calendar year following the year in which an IPO occurs, or a change in control.
F6 [continuation of fn5] These RSUs are subject to a liquidity event requirement which the Issuer's Board of Directors has waived in full, effective as of the earlier to occur 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.
F7 Commencing on August 26, 2019, the RSUs shall vest upon satisfaction of two conditions while the recipient remains an employee or provider of services to the Issuer: (A) a time and service requirement satisfied over four years, with 25% of the RSUs vesting on August 26, 2020, and 1/16 of the RSUs on each quarterly vesting date following the vesting commencement date; and (B) a liquidity event requirement satisfied on the earliest to occur of the first trading day following the expiration of the lockup period applicable to an IPO of the Issuer's equity securities pursuant to an effective registration statement, March 15 of the calendar year following the year in which an IPO occurs, or a change in control.
F8 [continuation of fn7] These RSUs are subject to a liquidity event requirement which the Issuer's Board of Directors has waived in full, effective as of the earlier to occur 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.
F9 Commencing on January 1, 2019, the RSUs shall vest upon satisfaction of two conditions while the recipient remains an employee or provider of services to the Issuer: (A) a time and service requirement satisfied as to 1/16 of the RSUs on each quarterly vesting date following the vesting commencement date; and (B) a liquidity event requirement satisfied on the earliest to occur of the first trading day following the expiration of the lockup period applicable to an IPO of the Issuer's equity securities pursuant to an effective registration statement, March 15 of the calendar year following the year in which an IPO occurs, or a change in control. The Issuer's Board of Directors has waived the liquidity event requirement condition effective as of the earlier of the first day of trading of the Issuer's Class A Common Stock on the New York Stock Exchange and March 15, 2022.