02/10/2026 | Press release | Distributed by Public on 02/10/2026 17:44
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | (1) | 02/05/2026 | A | 80,742 | (2) | (3) | Class A Common Stock | 80,742 | $ 0 | 80,742 | D | ||||
| Restricted Stock Units | (1) | 02/05/2026 | A | 26,914 | (4) | (3) | Class A Common Stock | 26,914 | $ 0 | 26,914 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Saenz Jennifer C/O ZIPRECRUITER, INC. 3000 OCEAN PARK BLVD., SUITE 3000 SANTA MONICA, CA 90405 |
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| /s/ Ryan Sakamoto, Attorney-in-Fact for Reporting Person | 02/10/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. |
| (2) | The shares subject to the underlying RSUs shall vest as to 1/3 of the total award on the earlier of (i) each annual anniversary of the award or (ii) the date of the Issuer's annual meeting of stockholders in each of 2026, 2027 and 2028, in each case subject to the Reporting Person's provision of services to the Issuer on each such vesting date. Shares of the Issuer's Common Stock will be delivered to the Reporting Person upon settlement. |
| (3) | RSUs do not expire; they either vest or are canceled prior to vesting date. |
| (4) | The shares subject to the underlying RSUs shall vest on the earlier of (i) February 5, 2027 and (ii) the date of the Issuer's 2026 annual meeting of stockholders, subject to the Reporting Person's provision of services to the Issuer on such vesting date. Shares of the Issuer's Common Stock will be delivered to the Reporting Person upon settlement. |