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ZILLOW GROUP, INC. Director's Dealing 2017

May 12, 2017

30299_dirs_2017-05-12_6e0fe90c-d53d-4d0c-a848-af7aa9cbd918.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ZILLOW GROUP, INC. (Z AND ZG)
CIK: 0001617640
Period of Report: 2017-05-10

Reporting Person: Humphries Stanley B (Chief Analytics Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2017-05-10 Class A Common Stock M 6750.0000 $9.2095 Acquired 6874.0000 Direct
2017-05-10 Class A Common Stock M 3329.0000 $1.1752 Acquired 10203.0000 Direct
2017-05-10 Class A Common Stock S 10079.0000 $43.0454 Disposed 124.0000 Direct
2017-05-10 Class C Capital Stock M 13500.0000 $10.6252 Acquired 13748.0000 Direct
2017-05-10 Class C Capital Stock M 6658.0000 $1.3559 Acquired 20406.0000 Direct
2017-05-10 Class C Capital Stock S 20158.0000 $42.9703 Disposed 248.0000 Direct
2017-05-11 Class A Common Stock M 22959.0000 $10.9934 Acquired 23083.0000 Direct
2017-05-11 Class A Common Stock S 22959.0000 $43.1071 Disposed 124.0000 Direct
2017-05-11 Class C Capital Stock M 25000.0000 $12.6833 Acquired 25248.0000 Direct
2017-05-11 Class C Capital Stock S 25000.0000 $42.8681 Disposed 248.0000 Direct
2017-05-12 Class A Common Stock M 20000.0000 $24.8077 Acquired 20124.0000 Direct
2017-05-12 Class A Common Stock S 20000.0000 $43.1680 Disposed 124.0000 Direct
2017-05-12 Class C Capital Stock M 20918.0000 $12.6833 Acquired 21166.0000 Direct
2017-05-12 Class C Capital Stock S 20918.0000 $42.9744 Disposed 248.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-05-10 Stock Option (Right to Buy) $1.1752 M 3329.0000 Disposed 2018-03-01 Class A Common Stock (3329.0000) Direct
2017-05-10 Stock Option (Right to Buy) $9.2095 M 6750.0000 Disposed 2019-02-02 Class A Common Stock (6750.0000) Direct
2017-05-10 Stock Option (Right to Buy) $1.3559 M 6658.0000 Disposed 2018-03-01 Class C Capital Stock (6658.0000) Direct
2017-05-10 Stock Option (Right to Buy) $10.6252 M 13500.0000 Disposed 2019-02-02 Class C Capital Stock (13500.0000) Direct
2017-05-11 Stock Option (Right to Buy) $10.9934 M 22959.0000 Disposed 2020-01-24 Class A Common Stock (22959.0000) Direct
2017-05-11 Stock Option (Right to Buy) $12.6833 M 25000.0000 Disposed 2020-01-24 Class C Capital Stock (25000.0000) Direct
2017-05-12 Stock Option (Right to Buy) $24.8077 M 20000.0000 Disposed 2021-01-02 Class A Common Stock (20000.0000) Direct
2017-05-12 Stock Option (Right to Buy) $12.6833 M 20918.0000 Disposed 2020-01-24 Class C Capital Stock (20918.0000) Direct

Footnotes

F1: The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $42.8501 to $43.26. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

F2: The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $42.73 to $43.13. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

F3: The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $42.82 to $43.34. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

F4: The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $42.71 to $43.1101. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

F5: The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $43.0101 to $43.62. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

F6: The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $42.8101 to $43.43. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

F7: Date at which first vesting occurs is indicated. 1/4th of the total number of shares originally subject to the option become exercisable at the first vesting date and an additional 1/48th become exercisable each month thereafter until the option is fully vested.