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

Rhea-AI Filing Summary

Dan Spaulding, Chief People Officer of Zillow Group (Z and ZG), reported multiple Class C capital stock transactions dated 08/07/2025. On that date he acquired two blocks of 50,000 Class C shares each at reported prices of $49.35 and $49.57. He also sold three blocks totaling 100,000 Class C shares at reported weighted average sale prices of $85.1473, $86.1745 and $87.0305, leaving 68,889 shares beneficially owned directly after the transactions.

The filing also shows two stock options covering 50,000 shares each with exercise prices of $49.35 and $49.57; one option lists an exercisable date of 03/06/2030 and the other an expiration of 03/07/2032, with a vesting schedule referenced in the footnotes. Footnotes state the reported sale prices are weighted averages and provide the price ranges for those sales.

Positive

• Acquired two 50,000-share positions at reported prices of $49.35 and $49.57, demonstrating continued equity exposure
• Reported stock options covering 50,000 shares each with explicit exercise prices and expiration dates, including a note that one option is fully vested

Negative

• Sold 100,000 Class C shares in three tranches at weighted average prices of $85.1473, $86.1745, and $87.0305, reducing direct holdings to 68,889 shares
• Large volume of sales on the same date as acquisitions may be viewed negatively by some investors seeking insider accumulation signals

Insights

Securities Analyst

TL;DR: Insider sold 100,000 shares while acquiring options and shares at ~ $49, leaving 68,889 direct shares owned.

The Form 4 shows a simultaneous set of purchases/acquisitions and sales on 08/07/2025. The reporting person acquired two 50,000-share positions at reported prices of $49.35 and $49.57 and sold a total of 100,000 shares at weighted average prices of $85.15–$87.03. Direct beneficial ownership ends at 68,889 shares. For investors, this is routine Section 16 activity showing liquidity events and option holdings but no explicit change in control or governance. The sale price ranges are disclosed in footnotes.

Corporate Governance Expert

TL;DR: Officer-level insider transactions show planned disposals with concurrent option-related acquisitions; no governance red flags in the filing.

The report identifies Dan Spaulding as the Chief People Officer and lists both non-derivative and derivative transactions. Two stock options of 50,000 shares each were reported with exercise prices of $49.35 and $49.57 and expiration dates shown as 03/06/2030 and 03/07/2032; one option is noted as fully vested. Sales were executed in multiple tranches (footnoted ranges). The filing is a standard disclosure of insider activity and does not by itself indicate governance concerns or material corporate action.

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
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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^*

Spaulding Dan

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025

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	08/07/2025		M		50,000	A	$49.35	118,889	D
Class C Capital Stock	08/07/2025		M		50,000	A	$49.57	168,889	D
Class C Capital Stock	08/07/2025		S		46,834	D	$85.1473(1)	122,055	D
Class C Capital Stock	08/07/2025		S		27,408	D	$86.1745(2)	94,647	D
Class C Capital Stock	08/07/2025		S		25,758	D	$87.0305(3)	68,889	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
Stock Option (right to buy)	$49.35	08/07/2025		M			50,000	(4)	03/06/2030	Class C Capital Stock	50,000	$0	62,500	D
Stock Option (right to buy)	$49.57	08/07/2025		M			50,000	05/18/2022(5)	03/07/2032	Class C Capital Stock	50,000	$0	142,000	D

Explanation of Responses:

1. The reported price is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $84.75 to $85.74. 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 $85.755 to $86.745. 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 $86.77 to $87.275. 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. Option is fully vested and exercisable.

5. Date at which first vesting occurs is indicated. 1/16th of the total number of shares subject to the option become exercisable at the first vesting date and an additional 1/16th become exercisable on each issuer quarterly vesting date occurring thereafter until the option is fully vested.

Remarks:

	/s/ Shannon Cartales Attorney-in-Fact	08/11/2025
	** 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 transactions did Zillow (ZG) insider Dan Spaulding report on 08/07/2025?

He acquired two blocks of 50,000 Class C shares at $49.35 and $49.57 and sold three blocks totaling 100,000 shares at weighted average prices of $85.1473, $86.1745, and $87.0305.

How many shares does Dan Spaulding beneficially own after these transactions?

The filing reports 68,889 Class C shares beneficially owned directly following the reported transactions.

Did the filing report any stock options for Dan Spaulding?

Yes. The filing lists two stock options for 50,000 shares each with exercise prices of $49.35 and $49.57, with dates shown as 03/06/2030 and 03/07/2032.

Are the reported sale prices exact or averaged?

The filing states the reported sale prices are weighted average sale prices and footnotes provide the ranges of prices for those sales.

What is Dan Spaulding's role at Zillow as listed on the Form 4?

He is listed as an Officer with the title Chief People Officer.