ZG Form 144: Insider Cashless Exercise and Recent Large Insider Sales

Rhea-AI Filing Summary

Zillow Group, Inc. Form 144 filing for proposed insider sale records a proposed sale of 3,333 Class C common shares through Charles Schwab with an aggregate market value of $281,799 and an approximate sale date of 08/28/2025 on NASDAQ. The filing shows these 3,333 shares were acquired on 08/28/2025 via an employee stock option exercise and involved a broker payment for a cashless exercise.

The filing also lists multiple recent insider sales by Lloyd D. Frink totaling several transactions between 07/22/2025 and 08/27/2025, including a 250,000-share sale on 08/14/2025 that generated $21,250,000 in gross proceeds. The filer affirms no undisclosed material information and signs under penalty of law.

Positive

• Filer complied with Rule 144 disclosure requirements by filing notice of proposed sale and providing acquisition and payment details
• Small proposed sale (3,333 shares) is immaterial to market cap, reducing likelihood of direct market impact from this single transaction

Negative

• Multiple insider sales occurred recently, including a 250,000-share sale on 08/14/2025 generating $21,250,000, which is a large absolute disposition
• Filing shows concentrated insider liquidity over a short period (07/22/2025–08/27/2025), which investors may view as notable despite no disclosed material nonpublic information

Insights

Securities Analyst

TL;DR: Insider exercises and routine Rule 144 sales with a large block sale noted; disclosure is procedural, not an earnings event.

The Form 144 documents a small proposed sale (3,333 shares) executed via cashless exercise and multiple recent sales by a named insider, including a materially larger 250,000-share sale on 08/14/2025 that produced $21.25 million. From a market-impact perspective, the proposed 3,333-share sale is immaterial, while the earlier large sale is sizable in absolute terms. The filing fulfills Rule 144 disclosure requirements; it does not provide operational or financial performance data.

Corporate Governance Expert

TL;DR: The filing reflects compliance with disclosure rules for insider sales; multiple transactions suggest active insider liquidity but no governance breach is shown.

The notice indicates the seller represented no undisclosed material information and used standard procedures (cashless exercise via broker). Multiple reported sales by the same individual over the prior month demonstrate realizations of equity rather than a corporate action. Documentation appears complete for Rule 144 purposes; there is no information here of illicit insider trading or failures of disclosure.

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

Relationship to Issuer

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 Class C	Charles Schwab & Co., Inc. 3000 Schwab Way Westlake TX 76262	3333	281799.00	185964745	08/28/2025	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 Class C	08/28/2025	Employee Stock Option Exercise	ZILLOW GROUP, INC.			3333	08/28/2025	Broker Payment for Cashless Exercise

* 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 D Frink 1301 SECOND AVENUE, FLOOR 36 SEATTLE WA 98101	ZILLOW GROUP, INC.	07/22/2025	52866	4242365.00
Lloyd D Frink 1301 SECOND AVENUE, FLOOR 36 SEATTLE WA 98101	ZILLOW GROUP, INC.	07/23/2025	27134	2194480.00
Lloyd D Frink 1301 SECOND AVENUE, FLOOR 36 SEATTLE CA 98101	ZILLOW GROUP, INC.	08/11/2025	671	54186.00
Lloyd D Frink 1301 SECOND AVENUE, FLOOR 36 SEATTLE WA 98101	ZILLOW GROUP, INC.	08/12/2025	5995	481791.00
Lloyd D Frink 1301 SECOND AVENUE, FLOOR 36 SEATTLE WA 98101	ZILLOW GROUP, INC.	08/13/2025	3334	275260.00
Lloyd D Frink 1301 SECOND AVENUE, FLOOR 36 SEATTLE WA 98101	ZILLOW GROUP, INC.	08/14/2025	250000	21250000.00
Lloyd D Frink 1301 SECOND AVENUE, FLOOR 36 SEATTLE WA 98101	ZILLOW GROUP, INC.	08/27/2025	3333	283498.00

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

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's (ZG) Form 144 filed here report?

The filing reports a proposed sale of 3,333 Class C shares via Charles Schwab with aggregate market value $281,799 and lists recent insider sales between 07/22/2025 and 08/27/2025.

When were the 3,333 shares acquired and how were they paid for?

The 3,333 shares were acquired on 08/28/2025 by an employee stock option exercise and the payment was via broker payment for a cashless exercise.

Did the filing disclose any material nonpublic information about Zillow?

The filer represents by signature that they do not know any material adverse information

How large were recent insider sales listed in the filing?

Recent sales by Lloyd D. Frink include multiple transactions, notably a 250,000-share sale on 08/14/2025 with gross proceeds of $21,250,000.

Which broker is handling the proposed sale and on which exchange?

The proposed sale lists Charles Schwab & Co., Inc. as broker and NASDAQ as the exchange for the trade dated 08/28/2025.