Shah Vivek 4
4 · ZIFF DAVIS, INC. · Filed Mar 9, 2026
Research Summary
AI-generated summary of this filing
Ziff Davis (ZD) CEO Vivek R. Shah Receives RSUs, Withholds Shares
What Happened
Vivek R. Shah, CEO of Ziff Davis, had 23,674 restricted stock units (RSUs) convert into common shares on March 6, 2026 (reported on Form 4 filed 3/9/2026). Of those shares, 12,085 were withheld to cover tax obligations at a price of $42.32 per share, resulting in tax withholding proceeds of $511,437. That leaves a net increase of 11,589 shares to Shah’s holdings. The RSUs convert one-for-one and carry no expiration (per filing footnotes).
Key Details
- Transaction date: 2026-03-06; Form 4 filed: 2026-03-09 (timely filing).
- Actions reported: M = conversion/exercise of derivative (RSU conversion) — 23,674 shares acquired at $0.00; F = shares withheld for tax payment — 12,085 shares disposed at $42.32, proceeds $511,437.
- Net shares added to holdings: 11,589 (23,674 vested − 12,085 withheld).
- Approximate gross market value of the vested 23,674 shares at $42.32 ≈ $1.00M.
- Footnotes: shares reflect holdings in Vivek R Shah Revocable Trust and an Irrevocable Family Trust; reported share counts were adjusted to reconcile account records; RSUs convert 1:1 and have no expiration.
- Shares owned after the transaction: not specified in the provided filing details.
Context
This was a routine RSU vesting event with tax withholding (cashless/withholding settlement), not an open-market buy or sale for investment purposes. Withholding of shares to satisfy taxes (transaction code F) is common and does not on its own indicate bullish or bearish intent. The filing appears timely under Section 16 reporting requirements.
Insider Transaction Report
- Exercise/Conversion
Common Stock $0.01 Par Value
[F1][F2]2026-03-06+23,674→ 372,367 total(indirect: See footnote.) - Tax Payment
Common Stock $0.01 Par Value
[F3][F2]2026-03-06$42.32/sh−12,085$511,437→ 360,282 total(indirect: See footnote.) - Exercise/Conversion
Restricted Stock Units
[F6][F7]2026-03-06+23,674→ 23,675 totalFrom: 2026-03-06→ Common Stock, $0.01 par value (23,674 underlying)
- 110,000(indirect: See footnote.)
Common Stock $0.01 Par Value
[F4] - 164,491
Common Stock $0.01 Par Value
[F5]
Footnotes (7)
- [F1]The number of shares indirectly owned by the Reporting Person has been adjusted to reflect a reconciliation to the Reporting Person's account records.
- [F2]Reflects shares held by the Vivek R Shah Revocable Trust, of which the Reporting Person is the beneficiary and trustee.
- [F3]Payment for a tax liability by withholding securities incident to vesting of a Restricted Stock Units ("RSUs") under the Issuer's 2015 Stock Option Plan.
- [F4]Reflects shares held by the Vivek R Shah Irrevocable Family Trust, of which the Reporting Person's spouse is the trustee and the Reporting Person's spouse and children are the beneficiaries.
- [F5]The number of shares directly owned by the Reporting Person has been adjusted to reflect a reconciliation to the Reporting Person's account records.
- [F6]RSUs convert into common stock on a one-for-one basis.
- [F7]There is no expiration date on RSUs.