X0202 3 2004-11-09 0 0001142512 ZIPREALTY INC ZIPR 0001307706 Vanguard VI Venture Partners, L.L.C. 525 UNIVERSITY AVENUE SUITE 1200 PALO ALTO CA 94301 0 0 1 0 0001069863 VANGUARD VI AFFILIATES FUND L P 525 UNIVERSITY AVENUE SUITE 1200 PALO ALTO CA 94301 0 0 1 0 0001307707 Vanguard VI, L.P. 525 UNIVERSITY AVENUE SUITE 1200 PALO ALTO CA 94301 0 0 1 0 0001221755 VANGUARD VI ANNEX FUND L P 525 UNIVERSITY AVENUE SUITE 1200 PALO ALTO CA 94301 0 0 1 0 0001016730 GILL JACK M 525 UNIVERSITY AVENUE SUITE 1200 PALO ALTO CA 94301 0 0 1 0 0001016737 ULRICH ROBERT D 525 UNIVERSITY AVENUE SUITE 1200 PALO ALTO CA 94301 0 0 1 0 Series A Preferred Stock Common Stock 444576 I See footnote (2). Series A Preferred Stock Common Stock 18387 I See footnote (3). Series B Preferred Stock Common Stock 512011 I See footnote (2). Series B Preferred Stock Common Stock 21176 I See footnote (3). Series C Preferred Stock Common Stock 52561 I See footnote (2). Series C Preferred Stock Common Stock 2173 I See footnote (3). Series D Preferred Stock Common Stock 305433 I See footnote (2) Series D Preferred Stock Common Stock 12632 I See footnote (3). Series E Preferred Stock Common Stock 267266 I See footnote (2) Series E Preferred Stock Common Stock 11053 I See footnote (3). Series E-1 Preferred Stock Common Stock 241928 I See footnote (2). Series E-1 Preferred Stock Common Stock 10006 I See footnote (3) Series F Preferred Stock Common Stock 63717 I See footnote (2). Series F Preferred Stock Common Stock 2635 I See footnote (3). Series F Preferred Stock Common Stock 64764 I See footnote (10). Series E-1 Preferred Stock Purchase Warrant (Right to buy) 3.93 2007-02-11 Series E-1 Preferred Stock 120964 I See footnote (2). Series E-1 Preferred Stock Purchase Warrant (Right to buy) 3.93 2007-04-15 Series E-1 Preferred Stock 120964 I See footnote (2). Series E-1 Preferred Stock Purchase Warrant (Right to buy) 3.93 2008-06-27 Series E-1 Preferred Stock 14603 I See footnote (2). Series E-1 Preferred Stock Purchase Warrant (Right to buy) 3.93 2007-02-11 Series E-1 Preferred Stock 5003 I See footnote (3). Series E-1 Preferred Stock Purchase Warrant (Right to buy) 3.93 2007-04-15 Series E-1 Preferred Stock 5003 I See footnote (3). Series E-1 Preferred Stock Purchase Warrant (Right to buy) 3.93 2008-06-27 Series E-1 Preferred Stock 604 I See footnote (3). Series E-1 Preferred Stock Purchase Warrant (Right to buy) 3.93 2007-10-28 Series E-1 Preferred Stock 45815 I See footnote (2). Series F Preferred Stock Purchase Warrant (Right to buy) 3.93 2007-12-17 Series F Preferred Stock 30572 I See footnote (2). Series F Preferred Stock Purchase Warrant (Right to buy) 3.93 2008-06-27 Series F Preferred Stock 3690 I See footnote (2). Series F Preferred Stock Purchase Warrant (Right to buy) 3.93 2007-10-28 Series F Preferred Stock 1895 I See footnote (3). Series F Preferred Stock Purchase Warrant (Right to buy) 3.93 2007-12-17 Series F Preferred Stock 1264 I See footnote (3). Series F Preferred Stock Purchase Warrant (Right to buy) 3.93 2008-06-27 Series F Preferred Stock 152 I See footnote (3). Series F Preferred Stock Purchase Warrant (Right to buy) 3.93 2008-02-18 Series F Preferred Stock 31491 I See footnote (10). Series F Preferred Stock Purchase Warrant (Right to buy) 3.93 2008-06-27 Series F Preferred Stock 3801 I See footnote (10). Each share of Series A Preferred Stock shall automatically convert into one share of Common Stock immediately prior to the closing of the Issuer's initial public offering of common stock. Shares are owned directly by Vanguard VI, L.P. ("V6 LP"). Vanguard VI Venture Partners, LLC ("VVP"), the general partner for V6 LP, and Jack M. Gill and Robert D. Ulrich, managing members of VVP, may be deemed to share voting and dispositive power over the shares held by V6 LP and disclaim beneficial ownership of shares held by V6 LP except to the extent of any pecuniary interest therein. Shares are owned directly by Vanguard VI Affiliates Fund, L.P. ("Affiliates"). VVP, the general partner for Affiliates, and Jack M. Gill and Robert D. Ulrich, managing members of VVP, may be deemed to share voting and and dispositive power over the shares held by Affiliates and disclaim beneficial ownership of shares held by Affiliates except to the extent of any pecuniary interest therein. Each share of Series B Preferred Stock shall automatically convert into one share of Common Stock immediately prior to the closing of the Issuer's initial public offering of common stock. Each share of Series C Preferred Stock shall automatically convert into one share of Common Stock immediately prior to the closing of the Issuer's initial public offering of common stock. Each share of Series D Preferred Stock shall automatically convert into one share of Common Stock immediately prior to the closing of the Issuer's initial public offering of common stock. Each share of Series E Preferred Stock shall automatically convert into one share of Common Stock immediately prior to the closing of the Issuer's initial public offering of common stock. Each share of Series E-1 Preferred Stock shall automatically convert into one share of Common Stock immediately prior to the closing of the Issuer's initial public offering of common stock. Each share of Series F Preferred Stock shall automatically convert into one share of Common Stock immediately prior to the closing of the Issuer's initial public offering of common stock. Shares are owned directly by Vanguard VI Annex Fund, L.P. ("Annex"). VVP, the general partner for Annex, and Jack M. Gill and Robert D. Ulrich, managing members of VVP, may be deemed to share voting and dispositive power over the shares held by Annex and disclaim beneficial ownership of shares held by Annex except to the extent of any pecuniary interest therein. Immediately. /s/ Anne Rockhold, by power of attorney for Vanguard VI Venture Partners, L.L.C. 2004-11-09 /s/ Anne Rockhold, by power of attorney for Vanguard VI Affiliates, L.P. 2004-11-09 /s/ Anne Rockhold, by power of attorney for Vanguard VI, L.P. 2004-11-09 /s/ Anne Rockhold, by power of attorney for Vanguard VI Annex Fund, L.P. 2004-11-09 /s/ Anne Rockhold, by power of attorney for Jack M. Gill 2004-11-09 /s/ Anne Rockhold, by power of attorney for Robert D. Ulrich 2004-11-09