[144] ZILLOW GROUP, INC. SEC Filing

Rhea-AI Filing Summary

Zillow Group, Inc. (ZG) Form 144 shows a proposed sale of 1,712 Class C common shares via Charles Schwab with an aggregate market value of $137,877 and an approximate sale date of 09/23/2025. The filer reports acquiring these shares on 09/23/2025 by an employee stock option exercise and using a broker payment for a cashless exercise. The filing also discloses multiple insider sales by Lloyd D. Frink during July–September 2025, including a single large sale of 250,000 shares on 08/14/2025 for $21,250,000, and other transactions totaling substantial gross proceeds across the period. The notice includes the standard attestation that the seller is not aware of undisclosed material adverse information.

Positive

• Regulatory compliance: Form 144 was filed as a LIVE notice with required acquisition and broker details
• Transaction clarity: The planned sale identifies broker, share count (1,712), and settlement method (cashless exercise)

Negative

• Significant insider selling: Lloyd D. Frink sold a large block of 250,000 shares on 08/14/2025 for $21,250,000, plus multiple additional sales totaling material proceeds
• Concentrated liquidity events: Numerous sales between 07/22/2025 and 09/22/2025 indicate sustained insider dispositions during the period

Insights

Securities Analyst

TL;DR: The filing documents planned sale of a small exercised block and extensive prior insider sales, including a large $21.25M transaction.

The Form 144 records a planned sale of 1,712 Class C shares via Charles Schwab following an employee option exercise and cashless settlement. Material context comes from prior insider dispositions by Lloyd D. Frink between 07/22/2025 and 09/22/2025, most notably 250,000 shares sold for $21,250,000 on 08/14/2025. From an investor-significance perspective, the large single-day disposition is material in absolute dollars and should be viewed as a notable insider liquidity event. The filing itself is a regulatory notice and does not disclose reasons for sales or any non-public information.

Corporate Governance Expert

TL;DR: Filing demonstrates compliance with Rule 144 and documents significant insider selling activity over a two-month span.

The document meets Rule 144 notice requirements by identifying the securities, broker, acquisition date, and proposed sale date, and includes the required seller attestation. Multiple sales by the same insider are reported with detailed gross proceeds, enabling stakeholders to quantify insider liquidity. The record of a cashless exercise followed by a notice to sell is a routine corporate governance matter, but the magnitude of recent dispositions may prompt governance discussions about insider shareholding trends and dilution only if correlated with other disclosures.

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	1712	137877.00	185964745	09/23/2025	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	09/23/2025	Employee Stock Option Exercise	ZILLOW GROUP, INC.			1712	09/23/2025	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
Lloyd D Frink 1301 SECOND AVENUE, FLOOR 36 SEATTLE WA 98101	ZILLOW GROUP, INC.	08/28/2025	3333	281799.00
Lloyd D Frink 1301 SECOND AVENUE, FLOOR 36 SEATTLE WA 98101	ZILLOW GROUP, INC.	08/29/2025	3334	282208.00
Lloyd D Frink 1301 SECOND AVENUE, FLOOR 36 SEATTLE WA 98101	ZILLOW GROUP, INC.	09/10/2025	3333	288631.00
Lloyd D Frink 1301 SECOND AVENUE, FLOOR 36 SEATTLE WA 98101	ZILLOW GROUP, INC.	09/11/2025	3333	294924.00
Lloyd D Frink 1301 SECOND AVENUE, FLOOR 36 SEATTLE WA 98101	ZILLOW GROUP, INC.	09/12/2025	3334	294155.00
Lloyd D Frink 1301 SECOND AVENUE, FLOOR 36 SEATTLE WA 98101	ZILLOW GROUP, INC.	09/22/2025	3333	275461.00

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 the Form 144 for Zillow Group (ZG) disclose about the proposed sale?

The notice discloses a planned sale of 1,712 Class C shares via Charles Schwab with an aggregate market value of $137,877 and an approximate sale date of 09/23/2025.

How were the 1,712 shares acquired according to the filing?

The shares were acquired on 09/23/2025 by an employee stock option exercise, with payment via broker payment for cashless exercise.

What insider sales in the past three months are reported in this filing?

The filing lists multiple sales by Lloyd D. Frink between 07/22/2025 and 09/22/2025, including a sale of 250,000 shares on 08/14/2025 for $21,250,000.

Which broker is named for the proposed sale of ZG shares?

The broker listed is Charles Schwab & Co., Inc., 3000 Schwab Way, Westlake TX 76262.

Does the filing state the seller is aware of any undisclosed material information?

Yes. The signer represents they do not know any material adverse information about the issuer that has not been publicly disclosed.