Ryan Eberhard - 15 Mar 2022 Form 4 Insider Report for ZIPRECRUITER, INC. (ZIP)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
17 Mar 2022, 21:54:58 UTC
Prior SEC filing
30 Dec 2021
Next SEC filing
14 Feb 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Ryan Sakamoto, Attorney-in-Fact for Reporting Person

Key filing fact

Ryan Eberhard filed Form 4 for ZIPRECRUITER, INC. (ZIP) on 17 Mar 2022.

Key facts

  • This page summarizes Ryan Eberhard's Form 4 filing for ZIPRECRUITER, INC. (ZIP).
  • 8 reported transactions and 6 derivative rows are listed below.
  • Accepted by SEC: 17 Mar 2022, 21:54.

Change

  • Previous filing in this sequence was filed on 30 Dec 2021.
  • Current net transaction value: -$220,777.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

ZIP transaction

Class A Common Stock

Conversion of derivative security

Transaction value
$0
Shares
+21,869
Change %
+19%
Price
$0.000000
Shares after
136,716
Date
15 Mar 2022
Ownership
Direct
Footnotes
F1
ZIP transaction

Class A Common Stock

Tax liability

Transaction value
$220,777
Shares
-11,669
Change %
-8.5%
Price
$18.92
Shares after
125,047
Date
15 Mar 2022
Ownership
Direct
Footnotes
F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

ZIP transaction Derivative

Restricted Stock Units

Options Exercise

Transaction value
Shares
-4,688
Change %
-6.7%
Price
Shares after
65,625
Date
15 Mar 2022
Ownership
Direct
Underlying class
Class B Common Stock
Underlying amount
4,688
Exercise price
Footnotes
F3, F4, F5
ZIP transaction Derivative

Restricted Stock Units

Options Exercise

Transaction value
Shares
-7,500
Change %
-25%
Price
Shares after
22,500
Date
15 Mar 2022
Ownership
Direct
Underlying class
Class B Common Stock
Underlying amount
7,500
Exercise price
Footnotes
F3, F6
ZIP transaction Derivative

Restricted Stock Units

Options Exercise

Transaction value
Shares
-7,125
Change %
-8.3%
Price
Shares after
78,375
Date
15 Mar 2022
Ownership
Direct
Underlying class
Class B Common Stock
Underlying amount
7,125
Exercise price
Footnotes
F3, F7
ZIP transaction Derivative

Restricted Stock Units

Options Exercise

Transaction value
Shares
-2,556
Change %
-17%
Price
Shares after
12,782
Date
15 Mar 2022
Ownership
Direct
Underlying class
Class B Common Stock
Underlying amount
2,556
Exercise price
Footnotes
F3, F8
ZIP transaction Derivative

Class B Common Stock

Options Exercise

Transaction value
Shares
+21,869
Change %
Price
Shares after
21,869
Date
15 Mar 2022
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
21,869
Exercise price
Footnotes
F9
ZIP transaction Derivative

Class B Common Stock

Conversion of derivative security

Transaction value
Shares
-21,869
Change %
-100%
Price
Shares after
0
Date
15 Mar 2022
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
21,869
Exercise price
Footnotes
F1, F9
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Ryan Eberhard is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 9 footnotes

Footnote F1

Represents the conversion of Class B Common Stock held of record by the Reporting Person into Class A Common Stock.

Footnote F2

Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of restricted stock units (the "RSUs"). 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.

Footnote F3

Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement.

Footnote F4

The RSUs vest as to 1/16 of the total shares quarterly beginning on December 15, 2021 until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.

Footnote F5

RSUs do not expire; they either vest or are canceled prior to vesting date.

Footnote F6

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.

Footnote F7

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. 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.

Footnote F8

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. 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.

Footnote F9

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.

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