ZIPRECRUITER, INC. — Director's Dealing 2021

Sep 18, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ZIPRECRUITER, INC. (ZIP)
CIK: 0001617553
Period of Report: 2021-09-15

Reporting Person: YARBROUGH TIMOTHY G. (Chief Business Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-09-15	Class A Common Stock	C	18062	$0.00	Acquired	73398	Direct
2021-09-15	Class A Common Stock	S	9069	$25.94	Disposed	64329	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-09-15	Restricted Stock Units	$	M	7500	Disposed	2026-02-13	Class B Common Stock (7500)	Direct
2021-09-15	Restricted Stock Unit	$	M	4312	Disposed	2027-02-27	Class B Common Stock (4312)	Direct
2021-09-15	Restricted Stock Unit	$	M	6250	Disposed	2027-11-03	Class B Common Stock (6250)	Direct
2021-09-15	Class B Common Stock	$	M	18062	Acquired		Class A Common Stock (18062)	Direct
2021-09-15	Class B Common Stock	$	C	18062	Disposed		Class A Common Stock (18062)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	310000	Indirect

Footnotes

F1: Represents the conversion of Class B Common Stock held of record by the Reporting Person into Class A Common Stock.

F2: 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.

F3: Represents the aggregate number of shares sold by the Reporting Person to cover taxes and fees due upon the release and settlement of the restricted stock units ("RSUs"). The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes and fees.

F4: These securities are held of record by the Yarbrough Family Trust, dated March 23, 2017, a living trust, of which the Reporting Person is co-trustee.

F5: Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement.

F6: The RSU vested as to 25% of the total shares on January 1, 2020, and thereafter vests as to 1/16 of the total award in quarterly installments thereafter, subject to the Reporting Person's continued service to the Issuer on each vesting date.

F7: The RSU vested as to 25% of the total shares on January 1, 2021, and the remainder will vest as to 1/16 of the total award in quarterly installments thereafter, subject to the Reporting Person's continued service to the Issuer on each vesting date.

F8: The RSU vested as to 25% of the total shares on August 25, 2021, and the remainder will vest as to 1/16 of the total award in quarterly installments thereafter, subject to the Reporting Person's continued service to the Issuer on each vesting date.