ZIPRECRUITER, INC. — Director's Dealing 2021

May 15, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ZIPRECRUITER, INC. (ZIP)
CIK: 0001617553
Period of Report: 2021-05-14

Reporting Person: Herman Cipora (Director)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$5.62	2028-10-10	Class B Common Stock (220000)		Direct
Restricted Stock Units (RSU)	$	2026-06-04	Class B Common Stock (3550)		Direct

Footnotes

F1: 1/48 of the total shares underlying the option vests on October 11, 2018, and the remainder will vest as to 1/48 of the total award in monthly installments thereafter, subject to the Reporting Person's continued service to the Issuer on each vesting date.

F2: Commencing on April 1, 2019, the RSUs shall vest upon satisfaction of two conditions while the Reporting Person remains an employee or provider of services to the Issuer: (A) a time and service requirement satisfied as to 1/4 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 the first day of trading of the Issuer's Class A Common Stock on the (i) New York Stock Exchange and (ii) March 15, 2022.

F3: Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement.