[Form 4] ZILLOW GROUP INC CLASS A Insider Trading Activity

Rhea-AI Filing Summary

Richard N. Barton reported multiple sales of Zillow Group Class C common stock on 08/14/2025 and 08/15/2025. The Form 4 shows six sale transactions totaling 350,000 Class C shares executed at weighted-average prices ranging from about $83.44 to $86.13. Individual sale lines show amounts sold of 40,220; 146,111; 13,669; 77,431; 22,569; and 50,000 shares. Post-transaction beneficial ownership figures are listed per line (for example, 1,003,028 and 2,573,794 shares shown on affected lines) and several indirect holdings are disclosed, including trusts and entities such as The Richard & Sarah Barton Irrevocable Trust and Barton Ventures II LLC. Explanations state the reported prices are weighted averages across multiple executions.

Positive

• Detailed disclosure of each sale with weighted-average price ranges increases transparency for investors
• Indirect ownerships identified (trusts and LLCs) clarify the structure of holdings and potential voting influence

Negative

• Substantial insider selling totaling 350,000 Class C shares across 08/14/2025–08/15/2025, which may be material to some investors
• No stated 10b5-1 plan or reason for sales is included in the filing text, so purpose of disposals is not disclosed

Insights

Corporate Governance Expert

TL;DR: Insider reported multiple, sizable Class C share disposals disclosed with entity-level indirect ownerships; form provides weighted-average pricing details.

The filing documents clear, itemized dispositions by a director/officer across two consecutive dates with weighted-average sale prices and post-transaction beneficial ownership figures. It discloses multiple indirect ownership vehicles (irrevocable trusts, LLCs, grantor trust), which is important for understanding control and voting structure. The filing is procedurally complete in describing price ranges for multiple executions and identifying the nature of indirect holdings. The record does not state the purpose of the sales or any 10b5-1 plan; therefore no inference can be made about motivation.

Securities Analyst

TL;DR: Material aggregate insider sales of 350,000 Class C shares were executed at weighted-average prices near mid-$80s per share.

The transactions total 350,000 Class C shares sold across six reported trades with weighted-average prices spanning roughly $83.44 to $86.13. The form lists resulting beneficial ownership amounts on each line, showing both direct and indirect holdings remain substantial across trusts and entities. The filing supplies transaction-level price ranges in explanatory footnotes, which aids transparency for market participants tracking insider activity. No derivative transactions are reported.

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).

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^*

BARTON RICHARD N

(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	X	10% Owner
X	Officer (give title below)	X	Other (specify below)
	Co-Executive Chairman		Co-Founder

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

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	08/14/2025		S		40,220	D	$84.0593(1)	1,003,028	I	The Richard & Sarah Barton Irrevocable Trust 03/27/10
Class C Capital Stock	08/14/2025		S		146,111	D	$85.1047(2)	856,917	I	The Richard & Sarah Barton Irrevocable Trust 03/27/10
Class C Capital Stock	08/14/2025		S		13,669	D	$85.4924(3)	843,248	I	The Richard & Sarah Barton Irrevocable Trust 03/27/10
Class C Capital Stock	08/15/2025		S		77,431	D	$85.5305(4)	2,573,794	D
Class C Capital Stock	08/15/2025		S		22,569	D	$85.9347(5)	2,551,225	D
Class C Capital Stock	08/15/2025		S		50,000	D	$85.7886(6)	2,501,225	D
Class C Capital Stock								450,000	I	Barton Ventures II LLC
Class C Capital Stock								442,086	I	Barton Descendants' Trust 12/30/04
Class C Capital Stock								1,705,527	I	RNB Z GRAT of May 2024

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. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $83.435 to $84.42. 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.

2. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $84.44 to $85.43. 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 $85.44 to $85.58. 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 $84.84 to $85.83. 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 reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $85.84 to $86.13. 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.

6. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $85.49 to $86.13. 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	08/18/2025
	** 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.

FAQ

What sales did Richard N. Barton report on Form 4 for ZG?

The filing reports six sales of ZILLOW GROUP Class C stock on 08/14/2025 and 08/15/2025 totaling 350,000 shares (individual sales: 40,220; 146,111; 13,669; 77,431; 22,569; 50,000).

At what prices were the ZG shares sold by the reporting person?

Reported weighted-average sale prices range from approximately $83.435 to $86.13, with explanatory notes showing price ranges for the multiple executions.

What beneficial ownership remains after the reported transactions?

The Form 4 lists post-transaction beneficial ownership amounts by line (examples include 1,003,028 and 2,573,794 shares); the filing also discloses several indirect holdings via trusts and entities.

Were any derivative transactions reported on this Form 4?

No derivative securities (options, warrants, puts or calls) are reported in Table II of this filing.

Does the Form 4 state a trading plan (Rule 10b5-1) for these sales?

The filing does not indicate a 10b5-1 written plan or specify the reason for the reported sales in the provided content.