Zillow (ZG) Founder Stock Sale Notice — 100,000 Shares via Morgan Stanley

Rhea-AI Filing Summary

Zillow Group Inc. (ZG) Form 144 notice: The filer intends to sell 100,000 shares of Common stock through Morgan Stanley Smith Barney LLC on 08/14/2025 with an aggregate market value of $8,500,000.00. The filing reports 185,964,745 shares outstanding. The shares were acquired as Founder Stock from the issuer on 02/08/2006 and were paid for in cash.

The form also discloses multiple recent open-market sales by the same seller in July and August 2025 totaling ~90,567 shares sold across five trades with reported gross proceeds listed per trade. By filing this notice the person certifies they have no undisclosed material adverse information about the issuer.

Positive

• Rule 144 compliance and transparency: The filing provides acquisition date, nature of acquisition, broker details, and aggregate market value.
• Founder stock origin clearly disclosed: Shares were acquired as Founder Stock on 02/08/2006 and paid in cash.

Negative

• Insider selling activity: Proposed sale of 100,000 shares ($8.5M) plus multiple recent sales in July-August 2025 indicate ongoing dispositions by the same seller.
• Potential perception risk: Repeated open-market sales could be viewed negatively by some investors despite no stated material nonpublic information.

Insights

Securities Analyst

TL;DR: Insider selling of founder shares disclosed; transaction is routine but notable for size and frequency in the prior months.

The filing reports a proposed single sale of 100,000 shares valued at $8.5 million to be executed through Morgan Stanley Smith Barney and identifies the holdings as founder stock acquired in 2006. The disclosure is consistent with Rule 144 compliance and provides transparency around timing, acquisition date, and payment method. The listed recent sales show multiple open-market dispositions in July and August 2025, indicating ongoing liquidation activity by the same seller. For investors, repeated insider selling can be a data point to monitor but the filing itself does not state any company performance metrics or nonpublic developments.

Corporate Governance Expert

TL;DR: The notice documents compliance with disclosure rules for founder-originated shares; repeated sales are operationally routine.

The Form 144 indicates the shares originated as founder stock and were acquired from the issuer in 2006, with cash payment recorded. The filer certifies absence of undisclosed material adverse information. The record of several sales in the past three months demonstrates systematic disposition of shares rather than a single isolated trade. From a governance perspective, the filing meets procedural requirements and provides clear broker and trade details, but it does not convey any internal governance changes or operational issues.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	100000	8500000.00	185964745	08/14/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	02/08/2006	Founder Stock	Issuer			100000	02/08/2006	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Lloyd Frink 1301 Second Avenue Floor 36 Seattle WA 98101	Common	08/13/2025	3334	275159.41
Lloyd Frink 1301 Second Avenue Floor 36 Seattle WA 98101	Common	08/12/2025	2662	481610.62
Lloyd Frink 1301 Second Avenue Floor 36 Seattle WA 98101	Common	08/11/2025	671	54165.92
Lloyd Frink 1301 Second Avenue Floor 36 Seattle WA 98101	Common	07/23/2025	27134	2193661.50
Lloyd Frink 1301 Second Avenue Floor 36 Seattle WA 98101	Common	07/22/2025	52866	4240852.26

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does Zillow Group (ZG) Form 144 filed on 08/14/2025 disclose?

The filer intends to sell 100,000 common shares via Morgan Stanley Smith Barney with an aggregate market value of $8,500,000; shares were acquired as founder stock on 02/08/2006.

Who is the broker named in the ZG Form 144 filing?

Morgan Stanley Smith Barney LLC, Executive Financial Services, 1 New York Plaza 8th Floor, New York NY 10004 is listed as the broker for the proposed sale.

Has the seller made other sales of ZG shares recently?

Yes. The filing lists five sales in July and August 2025 totaling approximately 90,567 shares across the reported trades with gross proceeds shown per trade.

When were the shares being sold originally acquired?

The shares were acquired on 02/08/2006 as Founder Stock and payment was made in cash on that date.

Does the Form 144 state any undisclosed material information about Zillow Group?

No. By signing, the person represents they do not know any material adverse information about the issuer that has not been publicly disclosed.