[8-K] ZIPRECRUITER, INC. Reports Material Event

Rhea-AI Filing Summary

ZipRecruiter, Inc. reported that on November 17, 2025 it repurchased 1,750,547 shares of its Class A common stock from entities affiliated with Institutional Venture Partners at a price of $4.57 per share under its existing share repurchase program. The transaction was approved by the company’s Audit Committee, indicating board-level oversight of the deal with this significant shareholder. After this repurchase, IVP and its affiliates still beneficially own over 5.0 million Class A shares, representing approximately 7% of ZipRecruiter’s outstanding Class A common stock.

Insights

Equity Capital Markets Analyst

ZipRecruiter executes a targeted share repurchase from IVP while IVP remains a sizable holder.

ZipRecruiter repurchased 1,750,547 Class A shares at $4.57 per share from entities affiliated with Institutional Venture Partners. The transaction was carried out under the company’s existing share repurchase program, which means it uses an already authorized framework rather than creating a new one.

The deal was approved by the Audit Committee, highlighting formal oversight of a transaction involving a significant investor. After the repurchase, IVP and its affiliates still hold over 5.0 million Class A shares, or approximately 7% of the outstanding Class A common stock, so they remain an important shareholder despite selling a portion of their stake.

This kind of targeted buyback can modestly reduce the public float and adjust ownership concentration, but the actual impact depends on the overall size of ZipRecruiter’s repurchase program and future capital allocation decisions disclosed in later reports.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 17, 2025

ZipRecruiter, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-40406

27-2976158

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

3000 Ocean Park Blvd.,

Suite 3000,

Santa Monica,

California

90405

(Address of principal executive offices)

(Zip Code)

(877) 252-1062

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Class A common stock, $0.00001 par value per share			ZIP			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 8.01    Other Events.

On November 17, 2025, ZipRecruiter, Inc. (the “Company”) repurchased 1,750,547 shares of its Class A common stock, $0.00001 par value per share (the “Class A Common Stock”), from certain entities affiliated with Institutional Venture Partners (“IVP”) at a purchase price of $4.57 per share, pursuant to a Share Repurchase Agreement entered into on November 13, 2025.

The transaction was approved by the Company’s Audit Committee and was effected pursuant to the Company’s existing share repurchase program. Following the repurchase, IVP and its affiliated entities remain the beneficial owner of over 5.0 million shares of Class A Common Stock, or approximately 7% of the outstanding Class A Common Stock.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

			ZIPRECRUITER, INC.
Date: November 17, 2025			By:			/s/ Timothy Yarbrough
						Timothy Yarbrough
						Executive Vice President, Chief Financial Officer

FAQ

What did ZipRecruiter (ZIP) announce in this Form 8-K?

ZipRecruiter disclosed that on November 17, 2025 it repurchased 1,750,547 shares of its Class A common stock from entities affiliated with Institutional Venture Partners at $4.57 per share under its existing share repurchase program.

Who sold shares to ZipRecruiter in this repurchase transaction?

The shares were sold by certain entities affiliated with Institutional Venture Partners (IVP), a significant shareholder of ZipRecruiter’s Class A common stock.

At what price did ZipRecruiter repurchase its Class A common stock from IVP?

ZipRecruiter repurchased the 1,750,547 Class A shares at a purchase price of $4.57 per share, as specified in the Share Repurchase Agreement dated November 13, 2025.

Did ZipRecruiter’s board approve the share repurchase from IVP?

Yes. The transaction was approved by ZipRecruiter’s Audit Committee and executed pursuant to the company’s existing share repurchase program.

How much ZipRecruiter stock does IVP still own after this repurchase?

Following the repurchase, IVP and its affiliated entities remain the beneficial owner of over 5.0 million shares of Class A common stock, representing approximately 7% of ZipRecruiter’s outstanding Class A common stock.

Does this transaction affect ZipRecruiter’s status on the New York Stock Exchange?

No changes to the listing are indicated. ZipRecruiter’s Class A common stock (ticker: ZIP) continues to be listed on the New York Stock Exchange.