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Zillow Group (NASDAQ: Z) CEO offloads 15K Class C shares

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Zillow Group, Inc. director and Chief Executive Officer Jeremy Wacksman reported two sales of Class C Capital Stock totaling 15,125 shares. On August 13, 2026, he sold 5,786 shares at a weighted average price of $34.24 in multiple trades between $34.16–$34.50, with the shares sold to cover tax withholding due upon vesting of restricted stock units. On August 17, 2026, he sold 9,339 shares at a weighted average price of $34.18 in trades between $34.01–$34.47. The filing affirms the transactions were effected under a Rule 10b5-1 trading plan, and post-transaction share holdings are not stated.

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Insider Wacksman Jeremy
Role Chief Executive Officer
Sold 15,125 shs ($517K)
Type Security Shares Price Value
Sale Class C Capital Stock F3, F4 9,339 $34.1767 $319K
Sale Class C Capital Stock F1, F2 5,786 $34.2424 $198K
Holdings After Transaction: Class C Capital Stock — 138,574 shares (Direct)
Footnotes (4)
  1. F1. Represents shares sold to cover tax withholding due upon vesting of restricted stock units.
  2. F2. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $34.16 to $34.50. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
  3. F3. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 20, 2026.
  4. F4. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $34.01 to $34.47. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
Total shares sold 15,125 shares Aggregate Class C Capital Stock sold by Jeremy Wacksman across both reported transactions
Shares sold on August 13, 2026 5,786 shares Class C Capital Stock sold to cover tax withholding on RSU vesting
Weighted average price on August 13, 2026 $34.2424 per share Open-market sales in multiple transactions between $34.16 and $34.50
Shares sold on August 17, 2026 9,339 shares Class C Capital Stock sold in open-market or private transactions under a Rule 10b5-1 plan
Weighted average price on August 17, 2026 $34.1767 per share Sales executed in multiple transactions between $34.01 and $34.47
Net shares sold per Form 4 15,125 shares Net-sell direction indicated in transaction summary for reported period
Rule 10b5-1 trading plan regulatory
"The sale was effected pursuant to a Rule 10b5-1 trading plan adopted"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average sale price financial
"The reported price is a weighted average sale price. These shares were sold"
restricted stock units financial
"shares sold to cover tax withholding due upon vesting of restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax withholding financial
"shares sold to cover tax withholding due upon vesting of restricted"
Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.

FAQ

What insider transactions did Zillow Group (Z) CEO Jeremy Wacksman report?
Jeremy Wacksman reported selling a total of 15,125 shares of Zillow Group Class C Capital Stock in two transactions on August 13 and 17, 2026. One sale covered tax withholding on vested RSUs; both were reported as open-market sales.

How many Zillow Group (Z) shares were sold on August 13, 2026 and at what price?
On August 13, 2026, Wacksman sold 5,786 shares of Class C stock at a weighted average price of about $34.24. The shares were sold in multiple trades between $34.16 and $34.50, specifically to cover tax withholding on vested restricted stock units.

How many Zillow Group (Z) shares were sold on August 17, 2026 and at what price?
On August 17, 2026, Wacksman sold 9,339 shares of Class C stock at a weighted average price of about $34.18. These were sold in multiple transactions with prices ranging from $34.01 to $34.47, as disclosed in the filing footnote.

Were Jeremy Wacksman’s Zillow Group (Z) stock sales made under a Rule 10b5-1 plan?
Yes. The filing affirms the transactions were made under a Rule 10b5-1 trading plan, and a footnote states that the August 17, 2026 sale was effected under a plan adopted on February 20, 2026, indicating a pre-arranged trading program.

Did Zillow Group (Z) CEO’s sale on August 13, 2026 relate to restricted stock units?
Yes. A footnote explains that the 5,786 shares sold on August 13, 2026 were sold to cover tax withholding obligations arising from the vesting of restricted stock units, rather than as a discretionary share sale for other purposes.

Does the Form 4 state Jeremy Wacksman’s Zillow Group (Z) holdings after these sales?
No. The Form 4 lists the shares sold and prices but leaves the “shares following transaction” fields blank for both entries, so his remaining direct holdings are not quantified in this specific filing.

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Wacksman Jeremy
(Last)(First)(Middle)
C/O ZILLOW GROUP, INC.
1301 SECOND AVENUE, FLOOR 36
(Street)
SEATTLE WASHINGTON 98101
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
ZILLOW GROUP, INC. [ Z AND ZG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/13/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class C Capital Stock08/13/2026S5,786(1)D$34.2424(2)147,913D
Class C Capital Stock08/17/2026S9,339(3)D$34.1767(4)138,574D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares sold to cover tax withholding due upon vesting of restricted stock units.
2. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $34.16 to $34.50. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
3. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 20, 2026.
4. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $34.01 to $34.47. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
Remarks:
/s/ Shannon Cartales Attorney-in-Fact08/17/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR