0001209191-22-062024.txt : 20221219 0001209191-22-062024.hdr.sgml : 20221219 20221219184326 ACCESSION NUMBER: 0001209191-22-062024 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221215 FILED AS OF DATE: 20221219 DATE AS OF CHANGE: 20221219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Garefis Amy CENTRAL INDEX KEY: 0001861460 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40406 FILM NUMBER: 221472391 MAIL ADDRESS: STREET 1: 604 ARIZONA AVE CITY: SANTA MONICA STATE: CA ZIP: 90401 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ZIPRECRUITER, INC. CENTRAL INDEX KEY: 0001617553 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 272976158 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 604 ARIZONA AVENUE CITY: SANTA MONICA STATE: CA ZIP: 90401 BUSINESS PHONE: 877-252-1062 MAIL ADDRESS: STREET 1: 604 ARIZONA AVENUE CITY: SANTA MONICA STATE: CA ZIP: 90401 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-12-15 0 0001617553 ZIPRECRUITER, INC. ZIP 0001861460 Garefis Amy 604 ARIZONA AVE SANTA MONICA CA 90401 0 1 0 0 Chief Accounting Officer Class A Common Stock 2022-12-15 4 M 0 6250 0.00 A 152934 D Class A Common Stock 2022-12-15 4 C 0 9969 0.00 A 162903 D Class A Common Stock 2022-12-15 4 F 0 8379 17.06 D 154524 D Restricted Stock Units 2022-12-15 4 M 0 6250 0.00 D Class A Common Stock 6250 68750 D Restricted Stock Units 2022-12-15 4 M 0 7719 0.00 D Class B Common Stock 7719 15438 D Restricted Stock Units 2022-12-15 4 M 0 2250 0.00 D Class B Common 2250 18000 D Class B Common Stock 2022-12-15 4 M 0 9969 0.00 A Class A Common Stock 9969 9969 D Class B Common Stock 2022-12-15 4 C 0 9969 0.00 D Class A Common Stock 9969 0 D Represents the conversion of Class B Common Stock held of record by the Reporting Person into Class A Common Stock. 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. This RSU was granted by the Compensation Committee of the Issuer's Board of Directors on February 18, 2022. The grant date for this RSU was inadvertently reported as December 15, 2021 in a Form 4 filed on December 21, 2021. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The RSUs vest as to 1/16 of the total shares quarterly beginning on March 15, 2022 until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date. RSUs do not expire; they either vest or are canceled prior to vesting date. Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement. Commencing on July 1, 2019, the RSUs shall vest upon satisfaction of two conditions while the recipient remains a provider of services to the Issuer: (A) a time and service requirement satisfied over four years, with 25% of the RSUs vesting on July 1, 2020, and 1/16 of the RSUs on each quarterly vesting date following the vesting commencement date; and (B) a liquidity event requirement satisfied on the earliest to occur of the first trading day following the expiration of the lockup period applicable to an IPO of the Issuer's equity securities pursuant to an effective registration statement, March 15 of the calendar year following the year in which an IPO occurs, or a change in control. Commencing on March 24, 2021, the RSUs shall vest upon satisfaction of two conditions while the recipient remains an employee or provider of services to the Issuer: (A) a time and service requirement satisfied as to 1/16 of the RSUs on each quarterly vesting date following the vesting commencement date; and (B) a liquidity event requirement satisfied on the earliest to occur of the first trading day following the expiration of the lockup period applicable to an IPO of the Issuer's equity securities pursuant to an effective registration statement, March 15 of the calendar year following the year in which an IPO occurs, or a change in control. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date. /s/ Ryan Sakamoto, Attorney-in-Fact for Reporting Person 2022-12-19