Zillow Group CEO sells 18,404 Class C shares

Rhea-AI Filing Summary

Zillow Group, Inc. reported that Chief Executive Officer and director Jeremy Wacksman sold a total of 18,404 shares of Class C Capital Stock in non-derivative market transactions on August 13 and 15, 2025, at reported weighted-average prices such as $80.7774 and $85.9456 per share. After these sales, he directly owns 153,113 shares of Class C Capital Stock. Footnotes note that shares were sold to cover tax withholding upon vesting of restricted stock units and that a sale was effected under a Rule 10b5-1 trading plan adopted on February 13, 2025.

Insights

Securities Analyst

TL;DR: Insider sales were routine: tax-withholding disposals and planned Rule 10b5-1 sales, not an unplanned exit signal.

The filings show incremental disposals tied to tax obligations from RSU vesting and systematic sales under a pre-established Rule 10b5-1 plan. Volumes are modest relative to typical CEO holdings and the disclosure provides weighted-average price ranges for transparency. There is no indication of derivative exercises or opportunistic block sales; therefore market-moving implications appear limited.

Corporate Governance Expert

TL;DR: Governance process evident: signatory via attorney-in-fact and use of a 10b5-1 plan indicate procedural compliance.

The report documents use of an established trading plan and tax-withholding mechanics for RSUs, and it is executed by an attorney-in-fact, consistent with standard governance practices. Filings include weighted-average prices and offer the issuer or SEC access to tranche-level price details on request, supporting transparency.

Insider Trade Summary

Net Seller: 18,404 shares

Net Sell 5 txns

Insider Wacksman Jeremy

Role Chief Executive Officer

Sold 18,404 shs ($1.55M)

Type	Security	Shares	Price	Value
Sale	Class C Capital Stock	6,678	$85.5761	$571K
Sale	Class C Capital Stock	4,597	$85.9456	$395K
Sale	Class C Capital Stock	3,004	$80.7774	$243K
Sale	Class C Capital Stock	3,693	$81.9586	$303K
Sale	Class C Capital Stock	432	$82.4742	$36K

Holdings After Transaction: Class C Capital Stock — 153,113 shares (Direct)

Footnotes (7)

1. F1. Represents shares sold to cover tax withholding due upon vesting of restricted stock units.
2. F2. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $80.39 to $81.17. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
3. F3. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $81.42 to $82.41. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
4. F4. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $82.42 to $82.61. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
5. F5. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 13, 2025.
6. F6. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $84.8301 to $85.82. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
7. F7. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $85.835 to $86.06. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

Key Figures

Total shares sold: 18,404 shares Post-transaction holdings: 153,113 shares Sale on 2025-08-13: 3,004 shares +3 more

6 metrics

Total shares sold 18,404 shares Aggregate Class C Capital Stock sold by Jeremy Wacksman in August 2025

Post-transaction holdings 153,113 shares Direct Class C Capital Stock owned after these reported sales

Sale on 2025-08-13 3,004 shares Class C Capital Stock sold at $80.7774 per share

Sale price 2025-08-13 $80.7774 per share Weighted-average price for 3,004-share sale of Class C Capital Stock

Sale on 2025-08-15 6,678 shares Class C Capital Stock sold at $85.5761 per share

Sale price 2025-08-15 $85.9456 per share Weighted-average price for 4,597-share sale of Class C Capital Stock

Key Terms

Class C Capital Stock, restricted stock units, Rule 10b5-1 trading plan, weighted average sale price

4 terms

Class C Capital Stock financial

"Jeremy Wacksman sold Class C Capital Stock in market transactions."

restricted stock units financial

"tax withholding due upon vesting of restricted stock units."

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.

Rule 10b5-1 trading plan financial

"The sale was effected pursuant to a Rule 10b5-1 trading plan adopted."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average sale price financial

"The reported price is a weighted average sale price."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider share sales did Zillow Group (ZG) CEO Jeremy Wacksman report?

Jeremy Wacksman reported selling 18,404 shares of Zillow Group Class C Capital Stock. These sales occurred on August 13 and 15, 2025, at reported weighted-average prices such as $80.7774 and $85.9456 per share in non-derivative open-market or private transactions.

How many Zillow Group (ZG) shares does Jeremy Wacksman still own after these trades?

After the reported transactions, Jeremy Wacksman directly owns 153,113 shares of Zillow Group Class C Capital Stock. This post-transaction holding reflects his remaining direct equity stake as both Chief Executive Officer and director of the company.

On what dates did Jeremy Wacksman sell Zillow Group (ZG) Class C shares?

The reported sales took place on August 13, 2025 and August 15, 2025. Multiple transactions were executed on each day, with prices disclosed as weighted averages over trades within specified ranges for Zillow Group Class C Capital Stock.

At what prices did Jeremy Wacksman sell his Zillow Group (ZG) Class C shares?

Reported weighted-average sale prices include $80.7774, $81.9586, $82.4742, $85.5761 and $85.9456 per share. Footnotes explain that these figures aggregate multiple trades executed within narrow price ranges, with full price breakdowns available upon request.

Was Jeremy Wacksman’s Zillow Group (ZG) share sale under a Rule 10b5-1 plan?

A disclosure note states that a sale was effected under a Rule 10b5-1 trading plan adopted on February 13, 2025. Such plans prearrange trades, indicating at least one reported transaction followed a predetermined schedule rather than discretionary timing.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/15/2025 - 07:27 PM Learn about SEC filing dates

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).

X

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^*

Wacksman Jeremy

(Last) (First) (Middle)

C/O ZILLOW GROUP, INC.

1301 SECOND AVENUE, FLOOR 36

(Street)

SEATTLE WA 98101

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ZILLOW GROUP, INC. [ Z AND ZG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2025

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 C Capital Stock	08/13/2025		S		3,004(1)	D	$80.7774(2)	168,513	D
Class C Capital Stock	08/13/2025		S		3,693(1)	D	$81.9586(3)	164,820	D
Class C Capital Stock	08/13/2025		S		432(1)	D	$82.4742(4)	164,388	D
Class C Capital Stock	08/15/2025		S		6,678(5)	D	$85.5761(6)	157,710	D
Class C Capital Stock	08/15/2025		S		4,597(5)	D	$85.9456(7)	153,113	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 shares sold to cover tax withholding due upon vesting of restricted stock units.

2. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $80.39 to $81.17. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

3. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $81.42 to $82.41. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

4. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $82.42 to $82.61. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

5. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 13, 2025.

6. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $84.8301 to $85.82. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

7. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $85.835 to $86.06. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

Remarks:

	/s/ Shannon Cartales Attorney-in-Fact	08/15/2025
	** 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.