X0206 3 2013-11-14 0 0001478484 zulily, inc. ZU 0001524273 Rascoff Spencer M C/O ZULILY, INC. 2200 FIRST AVENUE SOUTH SEATTLE WA 98134 1 0 0 0 Stock Option (Right to Buy) 13.44 2023-08-07 Class B Common Stock 19506 D The shares subject to this option shall vest in equal monthly installments, at a rate of 1/12th of the total number of shares on the one-month anniversary of the vesting commencement date and 1/12th of the total number of shares on each monthly anniversary of the vesting commencement date thereafter for so long as the recipient of the option provides continuous service to the issuer, such that the total number of shares shall be fully vested on the one-year anniversary of the vesting commencement date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value and whether voluntary or involuntary or by operation of law, except for certain transfer described in the issuer's Amended and Restated Certificate of Incorporation, including, without limitation, certain transfers for tax and estate planning purposes. /s/ Deirdre Runnette 2013-11-14