X0206 3 2021-05-14 0 0001617553 ZIPRECRUITER, INC. ZIP 0001640274 Institutional Venture Partners XV, L.P. 3000 SAND HILL ROAD BUILDING 2, SUITE 250 MENLO PARK CA 94025 0 0 1 0 0001550180 Institutional Venture Partners XIV, L.P. 3000 SAND HILL ROAD BUILDING 2, SUITE 250 MENLO PARK CA 0 0 1 0 Class B Common Stock 0.00 Class A Common Stock 2317734 D Class B Common Stock 0.00 Class A Common Stock 4444441 D Class B Common Stock 0.00 Class A Common Stock 23645 D Series A Preferred Stock 0.00 Class B Common Stock 11970128 D Series B Preferred Stock 0.00 Class B Common Stock 2693459 D Series B Preferred Stock 0.00 Class B Common Stock 14329 D Convertible Promissory Note 8.2909 Class B Common Stock 821486 D Convertible Promissory Note 8.2909 Class B Common Stock 410395 D Convertible Promissory Note 8.2909 Class B Common Stock 2183 D 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. Represents securities held by Institutional Venture Partners XIV, L.P. ("IVP XIV"). Institutional Venture Management XIV, LLC is the general partner of IVP XIV. Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, Jules A. Maltz, J. Sanford Miller and Dennis B. Phelps are the managing directors of Institutional Venture Management XIV, LLC and share voting and dispositive power over the shares held by IVP XIV. Such individuals disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein, if any. Represents securities held by Institutional Venture Partners XV, L.P. ("IVP XV"). Institutional Venture Management XV, LLC is the general partner of IVP XV. Todd C. Chaffee, Somesh Dash, Norman A. Fogelsong, Stephen J. Harrick, Eric Liaw, a director of the Issuer, Jules A. Maltz, J. Sanford Miller and Dennis B. Phelps are the managing directors of Institutional Venture Management XV, LLC and share voting and dispositive power over the shares held by IVP XV. Such individuals disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein, if any. Represents securities held by Institutional Venture Partners XV Executive Fund, L.P. ("IVP XV Executive Fund"). Institutional Venture Management XV, LLC is the general partner of IVP XV Executive Fund. Todd C. Chaffee, Somesh Dash, Norman A. Fogelsong, Stephen J. Harrick, Eric Liaw, a director of the Issuer, Jules A. Maltz, J. Sanford Miller and Dennis B. Phelps are the managing directors of Institutional Venture Management XV, LLC and share voting and dispositive power over the shares held by Institutional Venture Partners XV Executive Fund, L.P. Such individuals disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein, if any. Each share of Series A Preferred Stock will convert into Class B Common Stock on a one-for eight basis upon the effectiveness of the Issuer's registration statement on Form S-1 and has no expiration date. Each share of Series B Preferred Stock will convert into Class B Common Stock on a one-for-one basis upon the effectiveness of the Issuer's registration statement on Form S-1 and has no expiration date. The Convertible Promissory Note (the "Convertible Note") has a principal amount of $6,656,750.00, and accrues interest at the rate of 2.5% per annum compounded annually. Assuming a conversion price of $8.2909 per share (which is the maximum conversion price at which the Convertible Note is convertible by its terms), the Convertible Note will automatically convert into 821,486 shares of Class B Common Stock immediately following the first trading day of the Issuer's Class A Common Stock on the New York Stock Exchange, currently expected to be May 26th. The maturity date of the Convertible Note is the earlier to occur of (1) June 22, 2023 and (2) an event of default under the Convertible Note. The Convertible Note has a principal amount of $3,325,557.52, and accrues interest at the rate of 2.5% per annum compounded annually. Assuming a conversion price of $8.2909 per share (which is the maximum conversion price at which the Convertible Note is convertible by its terms), the Convertible Note will automatically convert into 410,395 shares of Class B Common Stock immediately following the first trading day of the Issuer's Class A Common Stock on the New York Stock Exchange, currently expected to be May 26th. The Convertible Note has a principal amount of $17,692.48, and accrues interest at the rate of 2.5% per annum compounded annually. Assuming a conversion price of $8.2909 per share (which is the maximum conversion price at which the Convertible Note is convertible by its terms), the Convertible Note will automatically convert into 2,183 shares of Class B Common Stock immediately following the first trading day of the Issuer's Class A Common Stock on the New York Stock Exchange, currently expected to be May 26th. Eric Liaw, as authorized signatory for all Reporting Issuers 2021-05-14