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ZILLOW GROUP, INC. Director's Dealing 2019

May 17, 2019

30299_dirs_2019-05-17_506cee88-dc03-4a0c-ac11-7a138e14720b.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: 2019-05-15

Reporting Person: Rock Jennifer (Chief Accounting Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2019-05-15 Class C Capital Stock M 2531.0000 $22.4100 Acquired 40873.0000 Direct
2019-05-15 Class C Capital Stock M 1875.0000 $26.0600 Acquired 42748.0000 Direct
2019-05-15 Class C Capital Stock S 4406.0000 $37.6352 Disposed 38342.0000 Direct
2019-05-16 Class C Capital Stock S 622.0000 $39.3700 Disposed 37720.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2019-05-15 Stock Option (Right to Buy) $22.4100 M 2531.0000 Disposed 2026-03-28 Class C Capital Stock (2531.0000) Direct
2019-05-15 Stock Option (Right to Buy) $26.0600 M 1875.0000 Disposed 2022-08-18 Class C Capital Stock (1875.0000) Direct

Footnotes

F1: Represents shares sold to cover tax withholding due upon vesting of restricted stock units.

F2: The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $39.37 to $39.38. 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: Date at which first vesting occurs us indicated. 1/16th of the total number of shares subject to the option become exercisable at the first vesting date and an additional 1/16th become exercisable on each issuer quarterly vesting date occurring thereafter until the option is fully vested.

F4: 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.