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ZIPRECRUITER, INC.·4

Jun 17, 4:24 PM ET

Garefis Amy 4

4 · ZIPRECRUITER, INC. · Filed Jun 17, 2026

Research Summary

AI-generated summary of this filing

Updated

ZipRecruiter (ZIP) EVP Amy Garefis Exercises RSUs, Sells 9,113 Shares

What Happened

  • Amy Garefis, EVP & Chief People Officer of ZipRecruiter, had 24,087 restricted stock units (RSUs) settle on June 15, 2026 (reported on Form 4 filed June 17, 2026). Of those vested shares, 12,755 shares were relinquished/withheld to cover tax obligations at a reported price of $3.61 per share (total value ≈ $46,046) and 9,113 shares were sold in the open market under a 10b5-1 plan for a weighted average price of $3.62 per share (total proceeds ≈ $33,000; sales executed at prices ranging $3.52–$3.71). After withholding and sales, Garefis retained a net 2,219 shares (24,087 vested − 12,755 withheld − 9,113 sold).

Key Details

  • Transaction date: June 15, 2026; Form 4 filed June 17, 2026 (timely within the usual two-business-day window).
  • Vesting/settlement: 24,087 RSUs converted to shares (reported as derivative exercise/conversion, code M).
  • Tax withholding: 12,755 shares relinquished/cancelled to cover tax liability (code F) at $3.61 per share (≈ $46,046). Footnote F1 explains these shares were cancelled by the issuer to satisfy withholding.
  • Open-market sale: 9,113 shares sold pursuant to a Rule 10b5-1 plan (adopted March 14, 2026; footnote F2). Reported weighted average sale price $3.62; individual trades ranged $3.52–$3.71 (footnote F3). Total proceeds reported ≈ $33,000.
  • Shares held after transaction (net retained): 2,219 shares.
  • RSU terms: Each RSU converts to one share on settlement (footnote F4). Vesting schedule referenced (footnote F10) indicates 1/16 of total shares vest quarterly beginning March 15, 2026. RSUs do not expire (footnote F6).

Context

  • These transactions reflect RSU vesting and routine tax-related share withholding plus sales under a pre-established 10b5-1 plan — common for executives when equity awards settle. The derivative code M indicates conversion/settlement of RSUs; code F indicates shares used to cover taxes; code S indicates an open-market sale. Because the sale was executed under a 10b5-1 plan and some shares were withheld solely for taxes, these actions do not necessarily indicate a change in the insider’s view of the company.

Insider Transaction Report

Form 4
Period: 2026-06-15
ZIPRECRUITER, INC.ZIP
Garefis Amy
EVP, Chief People Officer
Transactions
  • Exercise/Conversion

    Class A Common Stock

    2026-06-15+5,237→ 225,928 total
  • Exercise/Conversion

    Class A Common Stock

    2026-06-15+1,337→ 227,265 total
  • Exercise/Conversion

    Class A Common Stock

    2026-06-15+4,553→ 231,818 total
  • Exercise/Conversion

    Class A Common Stock

    2026-06-15+5,841→ 237,659 total
  • Exercise/Conversion

    Class A Common Stock

    2026-06-15+7,119→ 244,778 total
  • Tax Payment

    Class A Common Stock

    [F1]
    2026-06-15$3.61/sh−12,755$46,046→ 232,023 total
  • Sale

    Class A Common Stock

    [F2][F3]
    2026-06-15$3.62/sh−9,113$33,000→ 222,910 total
  • Exercise/Conversion

    Restricted Stock Units

    [F4][F5][F6]
    2026-06-15−5,237→ 10,474 total
    Exercise: $0.00→ Class A Common Stock (5,237 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F4][F7][F6]
    2026-06-15−1,337→ 1,337 total
    Exercise: $0.00→ Class A Common Stock (1,337 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F4][F8][F6]
    2026-06-15−4,553→ 27,318 total
    Exercise: $0.00→ Class A Common Stock (4,553 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F4][F9][F6]
    2026-06-15−5,841→ 58,404 total
    Exercise: $0.00→ Class A Common Stock (5,841 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F4][F10][F6]
    2026-06-15−7,119→ 99,662 total
    Exercise: $0.00→ Class A Common Stock (7,119 underlying)
Footnotes (10)
  • [F1]Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of restricted stock units (the "RSUs"). The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes.
  • [F10]The RSUs vest as to 1/16 of the total shares quarterly beginning on March 15, 2026 until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.
  • [F2]The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 14, 2026.
  • [F3]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.52 to $3.71 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
  • [F4]Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement.
  • [F5]The RSUs vest and are scheduled to settle as of 1/16 of the total shares quarterly beginning on March 15, 2023 until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.
  • [F6]RSUs do not expire; they either vest or are canceled prior to vesting date.
  • [F7]The RSUs vest as to 1/16 of the total shares quarterly beginning on March 15, 2023 until fully vested, with the first two vesting tranches scheduled to settle on March 15, 2023, subject to the Reporting Person's continued service to the Issuer on each vesting date.
  • [F8]The RSUs vest as to 1/16 of the total shares quarterly beginning on March 15, 2024 until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.
  • [F9]The RSUs vest as to 1/16 of the total shares quarterly beginning on March 15, 2025 until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.
Signature
/s/ Michael Johnson, Attorney-in-Fact for Reporting Person|2026-06-17

Documents

1 file
  • 4
    wk-form4_1781727861.xmlPrimary

    FORM 4