Filing Details
- Accession Number:
- 0001209191-21-043178
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2021-06-24 21:21:10
- Reporting Period:
- 2021-06-15
- Accepted Time:
- 2021-06-24 21:21:10
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1617553 | Ziprecruiter Inc. | ZIP | Services-Computer Programming, Data Processing, Etc. (7370) | 272976158 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1861460 | Amy Garefis | 604 Arizona Ave Santa Monica CA 90401 | Principal Accounting Officer | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Acquisiton | 2021-06-15 | 9,969 | $0.00 | 127,413 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2021-06-15 | 5,319 | $21.00 | 122,094 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Class B Common Stock | Restricted Stock Units | Disposition | 2021-06-15 | 7,719 | $0.00 | 7,719 | $0.00 |
| Class B Common | Restricted Stock Units | Disposition | 2021-06-15 | 2,250 | $0.00 | 2,250 | $0.00 |
| Class A Common Stock | Class B Common Stock | Acquisiton | 2021-06-15 | 9,969 | $0.00 | 9,969 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2021-06-15 | 9,969 | $0.00 | 9,969 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 61,750 | 2026-08-25 | No | 4 | M | Direct | |
| 31,500 | 2021-03-23 | No | 4 | M | Direct | |
| 9,969 | No | 4 | M | Direct | ||
| 0 | No | 4 | C | Direct |
Footnotes
- Represents the conversion of Class B Common Stock held of record by the Reporting Person into Class A Common Stock.
- 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.
- The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.70 to $21.00 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement.
- Commencing on July 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 over four years, with 25% of the RSUs vesting on July 1, 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.
- [continuation of fn5] The Issuer's Board of Directors has waived the liquidity event requirement condition 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.
- 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. The Issuer's Board of Directors has waived the liquidity event requirement condition 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.
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