Ziff Davis (ZD) director exercises 7,903 RSUs and receives 5,723-unit award

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Ziff Davis, Inc. director Kirk P. McDonald reported equity compensation-related transactions in company stock. On May 6, 2026, he received a grant of 5,723 Restricted Stock Units (RSUs) under the issuer's 2024 Equity Incentive Plan. Each RSU represents a right to receive one share of common stock at no cost, with an exercise date of May 6, 2027.

On May 7, 2026, he exercised 7,903 RSUs into an equal number of shares of common stock, at a reported value of $43.31 per share. Following these transactions, he directly owns 14,543 shares of common stock and holds 5,723 RSUs, with no open-market buys or sells disclosed in this filing.

Insider Trade Summary

7,903 shares exercised/converted

Mixed 3 txns

Insider McDonald Kirk P

Role null

Type	Security	Shares	Price	Value
Exercise	Common Stock $0.01 Par Value	7,903	$43.31	$342K
Grant/Award	Restricted Stock Units	5,723	$0.00	--
Exercise	Restricted Stock Units	7,903	$0.00	--

Holdings After Transaction: Common Stock $0.01 Par Value — 14,543 shares (Direct, null); Restricted Stock Units — 5,723 shares (Direct, null)

Footnotes (1)

There are no expiration dates on RSUs. Restricted Stock Unit awarded under the Issuer's 2024 Equity Incentive Plan.

Key Figures

RSU grant size: 5,723 RSUs RSUs exercised: 7,903 RSUs Reported value per share: $43.31 per share +3 more

6 metrics

RSU grant size 5,723 RSUs Awarded May 6, 2026 under 2024 Equity Incentive Plan

RSUs exercised 7,903 RSUs Exercised into common stock on May 7, 2026

Reported value per share $43.31 per share Value reported for 7,903-share RSU exercise

Common shares held after 14,543 shares Direct ownership following Form 4 transactions

RSUs held after 5,723 RSUs Direct RSU holdings following new grant

Exercise date of new RSUs May 6, 2027 Exercise date for 5,723-unit RSU award

Key Terms

Restricted Stock Units, 2024 Equity Incentive Plan, derivative security

3 terms

Restricted Stock Units financial

"On May 6, 2026, he received a grant of 5,723 Restricted Stock Units (RSUs)"

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.

2024 Equity Incentive Plan financial

"Restricted Stock Unit awarded under the Issuer's 2024 Equity Incentive Plan"

derivative security financial

"transaction_code_description: Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

Form 4 Insider Transactions: What Each Field Means →

05/08/2026 - 04:08 PM

SEC Form 4

FORM 4

UNITED 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).

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^*

McDonald Kirk P

(Last)

(First)

(Middle)

C/O ZIFF DAVIS, INC.

360 PARK AVE S, 17TH FL

(Street)

NEW YORK

10010

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ZIFF DAVIS, INC. [ ZD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock $0.01 Par Value	05/07/2026		M		7,903	A	$43.31	14,543	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	$0	05/07/2025		M			7,903	05/07/2026	⁽¹⁾	Common Stock	7,903	$0	0	D
Restricted Stock Units	$0	05/06/2026		A⁽²⁾		5,723		05/06/2027	⁽¹⁾	Common Stock	5,723	$0	5,723	D

Explanation of Responses:

1. There are no expiration dates on RSUs.

2. Restricted Stock Unit awarded under the Issuer's 2024 Equity Incentive Plan.

Remarks:

	/s/ Jeremy Rossen, as Attorney-in-Fact	05/08/2026
	** Signature of Reporting Person	Date
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

FAQ

What insider transactions did Ziff Davis (ZD) director Kirk P. McDonald report?

Kirk P. McDonald reported equity compensation activity, including a grant of 5,723 Restricted Stock Units and the exercise of 7,903 previously granted RSUs into common shares. These transactions reflect compensation and derivative conversion, not open-market buying or selling of Ziff Davis stock.

How many Ziff Davis (ZD) shares does Kirk P. McDonald hold after these Form 4 transactions?

After the reported transactions, Kirk P. McDonald directly holds 14,543 shares of Ziff Davis common stock. He also holds 5,723 Restricted Stock Units, each representing a right to receive one share in the future, subject to the plan’s vesting and settlement terms.

What Restricted Stock Unit award did Ziff Davis (ZD) grant to Kirk P. McDonald?

On May 6, 2026, Ziff Davis granted Kirk P. McDonald 5,723 Restricted Stock Units under its 2024 Equity Incentive Plan. The RSUs have a stated exercise date of May 6, 2027, and carry a zero exercise price, consistent with typical equity compensation structures.

What RSU exercise did Ziff Davis (ZD) director Kirk P. McDonald report?

On May 7, 2026, McDonald exercised 7,903 Restricted Stock Units, converting them into 7,903 shares of Ziff Davis common stock. The Form 4 reports a value of $43.31 per share for this derivative exercise or conversion, with no same-day sale of the acquired shares noted.

Are there expiration dates on the Ziff Davis (ZD) Restricted Stock Units in this filing?

A footnote states there are no expiration dates on the Restricted Stock Units reported for Kirk P. McDonald. While an expiration date field appears mechanically in the data, the footnote clarifies that RSUs awarded under the 2024 Equity Incentive Plan do not expire.