ROSSEN JEREMY 4

What Happened Jeremy Rossen, EVP and General Counsel of Ziff Davis (ZD), had a total of 5,110 restricted stock units (RSUs) convert into common shares on March 6 and March 8, 2026. Of those, 1,832 shares were withheld to satisfy tax withholding obligations at $42.32 per share, totaling $77,530. After withholding, Rossen netted 3,278 shares. These transactions reflect RSU vesting/conversion rather than an open-market sale or purchase.

Key Details

• Transaction dates: March 6, 2026 (3,302 RSUs converted; 1,184 shares withheld, $50,107) and March 8, 2026 (1,808 RSUs converted; 648 shares withheld, $27,423).
• Withholding price used: $42.32 per share; total withheld value = $77,530.
• Net new shares received by Rossen: 3,278 (5,110 converted − 1,832 withheld).
• Shares owned after transaction: Not specified in the Form 4; filing notes some shares are held by The Jeremy and Gina Rossen Family Trust (F2).
• Footnotes: F1 = tax withholding by withholding shares on RSU vesting; F3 = RSUs convert 1-for-1 to common stock; F4 = RSUs have no expiration date.
• Timeliness: Form 4 filed March 9, 2026; filing appears timely.

Context These entries reflect RSU vesting/conversion (derivative code M) and subsequent withholding of shares to pay taxes (code F), a routine corporate administration step that is not the same as a discretionary share sale. For retail investors, such withholdings are common and do not necessarily signal a change in the insider’s view of the company.