Richard N. Barton - 16 May 2024 Form 4 Insider Report for ZILLOW GROUP, INC. (ZG)

Signature
/s/ Shannon Cartales Attorney-in-Fact
Issuer symbol
ZG
Transactions as of
16 May 2024
Net transactions value
+$5,085,740
Form type
4
Filing time
17 May 2024, 17:51:44 UTC
Previous filing
02 May 2024
Next filing
04 Jun 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction Z AND ZG Class C Capital Stock Other $0 -1,432,219 -100% $0.000000* 0 16 May 2024 RNB Z GRAT of May 2022 F1
transaction Z AND ZG Class C Capital Stock Other $0 +1,278,074 +57% $0.000000 3,523,822 16 May 2024 Direct F1
transaction Z AND ZG Class C Capital Stock Gift $0 +154,145 $0.000000 154,145 16 May 2024 The Richard & Sarah Barton Irrevocable Trust 03/27/10 F1
transaction Z AND ZG Class C Capital Stock Other $0 -2,500,000 -71% $0.000000 1,023,822 16 May 2024 Direct F2
transaction Z AND ZG Class C Capital Stock Other $0 +2,500,000 $0.000000 2,500,000 16 May 2024 RNB Z GRAT of May 2024 F2
transaction Z AND ZG Class C Capital Stock Options Exercise $3,548,070 +100,000 +9.8% $35.48 1,123,822 16 May 2024 Direct
transaction Z AND ZG Class A Common Stock Options Exercise $1,537,670 +50,000 +36% $30.75 190,536 16 May 2024 Direct
holding Z AND ZG Class C Capital Stock 450,000 16 May 2024 Barton Ventures II LLC
holding Z AND ZG Class C Capital Stock 442,086 16 May 2024 Barton Descendants' Trust 12/30/04
holding Z AND ZG Class A Common Stock 220,004 16 May 2024 Barton Descendants' Trust 12/30/04
holding Z AND ZG Class C Capital Stock 1,622,033 16 May 2024 RNB Z GRAT of November 2022

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 Z AND ZG Stock Option (right to buy) Options Exercise $0 -100,000 -100% $0.000000* 0 16 May 2024 Class C Capital Stock 100,000 $35.48 Direct F3
transaction Z AND ZG Stock Option (right to buy) Options Exercise $0 -50,000 -100% $0.000000* 0 16 May 2024 Class A Common Stock 50,000 $30.75 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects the transfer in full of the Issuer's Class C Capital stock held by the RNB Z GRAT of May 2022 back to the reporting individual and to an irrevocable trust of which the reporting individual is co-trustee.
F2 Reflects the transfer of shares of the Issuer's Class C Capital stock that was contributed to a grantor retained annuity trust.
F3 Date at which first vesting occurs is indicated. 1/16th of the total number of shares originally subject to the option becomes vested at the first vesting date and an additional 1/192 becomes vested each month thereafter over the next 3 years; an additional 1/16th of the total number of shares originally subject to the option becomes vested on the 1-year anniversary of the first vesting date and an additional 1/192 becomes vested each month thereafter over the next 3 years; an additional 1/16th of the total number of shares originally subject to the option becomes vested on the 2-year anniversary of the first vesting date and an additional 1/192 becomes vested each month thereafter over the next 3 years; and an additional 1/16th of the total number of shares originally subject to the option becomes vested on the 3-year anniversary of the first vesting date and an additional 1/192 becomes vested each month thereafter over the next 3 years until the option is fully vested.