Zeta Global (ZETA) officer awarded 100,000 restricted shares vesting over 4 years

Rhea-AI Filing Summary

Zeta Global Holdings Corp. reported that its Chief Accounting Officer received a grant of restricted Class A common stock. On 01/01/2026, the officer acquired 100,000 shares of Class A common stock at a price of $0, increasing the officer’s directly held beneficial ownership to 181,515 shares after the transaction.

The 100,000-share award was granted under Zeta’s 2021 Incentive Award Plan. The restrictions on this stock lapse over time: 25% of the restricted shares vest one year from the grant date, and the remaining 75% begin vesting one year from the grant date in equal quarterly installments until four years from the grant date.

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

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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^*

Ravella Satish

(Last) (First) (Middle)

3 PARK AVE, 33RD FLOOR

(Street)

NEW YORK NY 10016

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Zeta Global Holdings Corp. [ ZETA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	01/01/2026		A		100,000(1)	A	$0	181,515	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents restricted stock awarded pursuant to Issuer's 2021 Incentive Award Plan. The restrictions lapse as follows: (a) 25% of the restricted stock vest one year from the grant date, and (b) 75% of the restricted stock shall start vesting one year from the grant date and shall vest in equal quarterly increments until four (4) years from the grant date.

	/s/ Steven Vine, Attorney-In-Fact	01/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did ZETA report in this Form 4 filing?

The filing reports that Zeta Global Holdings Corp.’s Chief Accounting Officer acquired 100,000 shares of restricted Class A common stock on 01/01/2026 under the company’s 2021 Incentive Award Plan.

How many ZETA shares does the reporting person own after this transaction?

Following the reported grant, the Chief Accounting Officer beneficially owns 181,515 shares of Zeta Global Holdings Corp. Class A common stock in direct ownership.

What are the vesting terms of the 100,000 restricted ZETA shares?

Of the 100,000 restricted shares, 25% vest one year from the grant date. The remaining 75% start vesting one year from the grant date and then vest in equal quarterly increments until four years from the grant date.

What role does the reporting person hold at Zeta Global Holdings Corp. (ZETA)?

The reporting person is an Officer of Zeta Global Holdings Corp., serving as the company’s Chief Accounting Officer, as indicated in the filing.

Was this ZETA equity grant reported as a direct or indirect ownership change?

The filing shows the 100,000 restricted shares as being held in direct ownership, with no nature of indirect beneficial ownership listed.

Under which plan was the ZETA restricted stock award granted?

The 100,000-share restricted stock award was granted under Zeta Global Holdings Corp.’s 2021 Incentive Award Plan, as explained in the responses section.