Ian H. Siegel - 31 Dec 2022 Form 5 Insider Report for ZIPRECRUITER, INC. (ZIP)

Signature
/s/ Ryan Sakamoto, as Attorney-in-Fact
Issuer symbol
ZIP
Transactions as of
31 Dec 2022
Net transactions value
-$1,339,044
Form type
5
Filing time
14 Feb 2023, 18:07:50 UTC
Previous filing
03 Jan 2022
Next filing
13 Jun 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ZIP Class A Common Stock Options Exercise $0 +24,500 $0.000000 17,952 15 Mar 2022 Direct F1
transaction ZIP Class A Common Stock Tax liability $160,309 -8,473 -32% $18.92 17,952 15 Mar 2022 Direct F1, F2
transaction ZIP Class A Common Stock Sale $220,000 -10,000 -39% $22.00 15,626 01 Jun 2021 By Robert Eugene Tortorete F3
transaction ZIP Class A Common Stock Sale $958,735 -44,426 -100% $21.58 0 01 Jun 2021 By Ruth Tortorete F3, F4
holding ZIP Class A Common Stock 616,289 31 Dec 2022 See footnote F5
holding ZIP Class A Common Stock 42,213 31 Dec 2022 By Matthew Siegel F3
holding ZIP Class A Common Stock 105,532 31 Dec 2022 See footnote F6

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 Award $0 +24,500 $0.000000* 0 18 Feb 2022 Class A Common Stock 24,500 $0.000000 Direct F7, F8, F9
transaction ZIP Restricted Stock Units Options Exercise $0 -24,500 -100% $0.000000* 0 15 Mar 2022 Class A Common Stock 24,500 $0.000000 Direct F7, F8, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Includes 1,925 shares of Class A Common Stock issued pursuant to the Issuer's employee stock purchase plan on February 14, 2022.
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 ("RSUs"). The Reporting Person did not sell or otherwise dispose of any of the shares reported in this form for any reason other than to cover required taxes.
F3 The Reporting Person has voting, but not dispositive, power over such shares and disclaims beneficial ownership of such shares.
F4 Represents the weighted average sale price. The lowest price at which shares were sold was $21.50 and the highest price at which shares were sold was $21.62. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
F5 Represents shares held by the Siegel Family Trust, of which the Reporting Person and Rochelle Siegel are co-trustees.
F6 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.
F7 Each RSU represents a right to receive one share of the Issuer's Class A Common Stock at the time of settlement for no consideration.
F8 The RSUs were fully vested on February 18, 2022. Shares of Class A Common Stock were issued to the Reporting Person upon settlement of the RSUs on March 15, 2022.
F9 RSUs do not expire; they either vest or are canceled prior to the vesting date.