ZIPRECRUITER, INC. — Director's Dealing 2023

Sep 1, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ZIPRECRUITER, INC. (ZIP)
CIK: 0001617553
Period of Report: 2023-08-30

Reporting Person: Institutional Venture Partners XIV, L.P. (10% Owner)
Reporting Person: Institutional Venture Management XIV, LLC (10% Owner)
Reporting Person: Chaffee Todd C (10% Owner)
Reporting Person: Dash Somesh (10% Owner)
Reporting Person: FOGELSONG NORMAN A (10% Owner)
Reporting Person: Harrick Stephen J (10% Owner)
Reporting Person: Maltz Jules A. (10% Owner)
Reporting Person: Miller J Sanford (10% Owner)
Reporting Person: Phelps Dennis B (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-08-30	Class A Common Stock	C	3800000	$0.00	Acquired	3800000	Direct
2023-08-30	Class A Common Stock	J	3800000	$0.00	Disposed	0	Direct
2023-08-30	Class A Common Stock	J	805600	$0.00	Acquired	809848	Indirect
2023-08-30	Class A Common Stock	J	805600	$0.00	Disposed	4248	Indirect
2023-08-30	Class A Common Stock	J	143126	$0.00	Acquired	143126	Direct
2023-08-30	Class A Common Stock	J	12007	$0.00	Acquired	13682	Direct
2023-08-30	Class A Common Stock	J	100190	$0.00	Acquired	114181	Indirect
2023-08-30	Class A Common Stock	J	14312	$0.00	Acquired	16311	Indirect
2023-08-30	Class A Common Stock	J	14312	$0.00	Acquired	16311	Indirect
2023-08-30	Class A Common Stock	J	14312	$0.00	Acquired	16311	Indirect
2023-08-30	Class A Common Stock	J	143126	$0.00	Acquired	163114	Indirect
2023-08-30	Class A Common Stock	J	47707	$0.00	Acquired	54369	Indirect
2023-08-30	Class A Common Stock	J	71563	$0.00	Acquired	81557	Indirect
2023-08-30	Class A Common Stock	J	71563	$0.00	Acquired	81557	Indirect
2023-08-30	Class A Common Stock	J	143126	$0.00	Acquired	163114	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-08-30	Class B Common Stock	$	C	3800000	Disposed		Class A Common Stock (3800000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	1784475	Indirect
Class A Common Stock	9495	Indirect
Class A Common Stock	4247	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$		Class A Common Stock (5763820)	5763820	Indirect
Class B Common Stock	$		Class A Common Stock (30662)	30662	Indirect

Footnotes

F1: These shares of Class B common stock were converted on a one-for-one basis into Class A common stock for no additional consideration.

F2: The shares are held of record or beneficially by Institutional Venture Partners XIV, L.P. ("IVP XIV"). Institutional Venture Management XIV LLC ("IVM XIV") is the general partner of IVP XIV. Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, Jules A. Maltz, J. Sanford Miller and Dennis B. Phelps, Jr. are the managing directors of IVM XIV and may be deemed to share voting and dispositive power over the shares held by IVP XIV. Each of IVM XIV and Messrs. Chaffee, Fogelsong, Harrick, Maltz, Miller and Phelps disclaims beneficial ownership of the shares held by IVP XIV except to the extent of its or his respective pecuniary interest therein.

F3: Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by IVP XIV to its general partner and limited partners without additional consideration.

F4: Represents receipt of shares in the distribution in kind described in footnote (3).

F5: The shares are held of record or beneficially by IVM XIV. Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, Jules A. Maltz, J. Sanford Miller and Dennis B. Phelps, Jr. are the managing directors of IVM XIV and may be deemed to share voting and dispositive power over the shares held by IVM XIV. Each of Messrs. Chaffee, Fogelsong, Harrick, Maltz, Miller and Phelps disclaims beneficial ownership of the shares held by IVM XIV except to the extent of his respective pecuniary interest therein.

F6: Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by IVM XIV to its members without additional consideration.

F7: Represents receipt of shares in the distribution in kind described in footnote (6).

F8: The shares are held by Todd C. Chaffee.

F9: The shares are held by Somesh Dash.

F10: The shares are held by a family trust, of which Mr. Fogelsong is the trustee. Mr. Fogelsong disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest therein.

F11: The shares are held by a family trust, of which Mr. Harrick is the trustee. Mr. Harrick disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest therein.

F12: The shares are held by a family trust, of which Mr. Maltz is the trustee. Mr. Maltz disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest therein.

F13: The shares are held by a family trust, of which Mr. Miller is the trustee. Mr. Miller disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest therein.

F14: The shares are held by a family trust, of which Mr. Phelps is the trustee. Mr. Phelps disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest therein.

F15: The shares are held of record or beneficially by Institutional Venture Partners XV, L.P. ("IVP XV"). Institutional Venture Management XV, LLC ("IVM XV") is the general partner of IVP XV. Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, Jules A. Maltz, J. Sanford Miller, Dennis B. Phelps, Jr., Somesh Dash and Eric Liaw are the managing directors of IVM XV and may be deemed to share voting and dispositive power over the shares held by IVP XV. Each of IVM XV and Messrs. Chaffee, Fogelsong, Harrick, Maltz, Miller, Phelps and Dash disclaims beneficial ownership of the shares held by IVP XV except to the extent of its or his respective pecuniary interest therein. Mr. Liaw is a director of the Issuer and files separate Section 16 reports.

F16: The shares are held of record or beneficially by Institutional Venture Partners XV Executive Fund, L.P. ("IVP XV EF"). IVM XV is the general partner of IVP XV EF. Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, Jules A. Maltz, J. Sanford Miller, Dennis B. Phelps, Jr., Somesh Dash and Eric Liaw are the managing directors of IVM XV and may be deemed to share voting and dispositive power over the shares held by IVP XV EF. Each of IVM XV and Messrs. Chaffee, Fogelsong, Harrick, Maltz, Miller, Phelps and Dash disclaims beneficial ownership of the shares held by IVP XV except to the extent of its or his respective pecuniary interest therein. Mr. Liaw is a director of the Issuer and files separate Section 16 reports.

F17: The shares are held of record or beneficially by IVM XV. Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, Jules A. Maltz, J. Sanford Miller, Dennis B. Phelps, Jr., Somesh Dash and Eric Liaw are the managing directors of IVM XV and may be deemed to share voting and dispositive power over the shares held by IVM XV. Each of Messrs. Chaffee, Fogelsong, Harrick, Maltz, Miller, Phelps and Dash disclaims beneficial ownership of the shares held by IVM XV except to the extent of his respective pecuniary interest therein.

F18: 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.