Miller Nicole 4

What Happened

• Nicole Miller, Chief Legal Officer of LegalZoom (LZ), disposed of a total of 65,948 shares in two transactions. On 2026-05-15, 46,749 shares were withheld to satisfy tax withholding on vested restricted stock units at $6.00 per share (value $280,494). On 2026-05-19, she sold 19,199 shares in an open-market sale at $6.58 per share (value $126,329). Combined proceeds/withholding value ≈ $406,823. These are disposals (sales/tax-withholding), not purchases.

Key Details

• Transaction dates and prices:
  • 2026-05-15: 46,749 shares withheld for tax at $6.00 (code F) — $280,494
  • 2026-05-19: 19,199 shares sold in open market at $6.58 (code S) — $126,329
• Total shares disposed: 65,948; total value ≈ $406,823.
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnotes:
  • F1: Withholding of shares to satisfy tax obligations on vested RSUs.
  • F2: The open-market sale was made pursuant to a Rule 10b5-1 trading plan adopted Nov 9, 2025.
• Filing timeliness: Report filed 2026-05-19 for a 2026-05-15 transaction; this filing date is within the two-business-day reporting window and is timely.
• Transaction codes: F = tax withholding on RSUs; S = sale (open market).

Context

• The 46,749-share transaction was an automatic withholding to cover taxes on vested restricted stock units (routine, not an active sell decision). The 19,199-share sale was executed under a pre-established 10b5-1 plan, which typically schedules trades in advance and limits interpretive weight about insider sentiment. Sales are common for tax or diversification purposes; purchases (which did not occur here) are generally considered more informative about insider confidence.