[Form 4] ZipRecruiter, Inc. Insider Trading Activity

Rhea-AI Filing Summary

ZipRecruiter, Inc. (ZIP) – Form 4 Insider Transaction Summary (Filed 07/09/2025)

CEO, Co-founder and 10% owner Ian H. Siegel disclosed three consecutive open-market sales of the company’s Class A common stock executed under a Rule 10b5-1 trading plan adopted on 09/09/2024.

• Dates & Shares Sold: 07/07/25, 07/08/25 and 07/09/25, 9,722 shares each day, totaling 29,166 shares.
• Weighted-Average Prices: $5.2639, $5.25 and $5.2057, respectively; implied gross proceeds of roughly $153 k.
• Ownership Impact: Indirect holdings (Siegel Family Trust) decreased from 411,846 to 382,680 shares (-7.1%). Direct ownership remains at 143,778 shares. Siegel continues to hold >0.9 m shares when including other reported holdings (not listed here), maintaining significant alignment with shareholders.
• Filing Details: All transactions coded “S” (sale) and executed pursuant to a pre-arranged 10b5-1 plan, mitigating concerns about information asymmetry.

The sales represent a modest portion of the CEO’s stake and do not, on their own, indicate a shift in strategic outlook. However, investors often monitor repeat insider sales for sentiment clues. Because sales were both pre-planned and small relative to total ownership and market capitalization, market impact is expected to be limited.

Positive

• Use of a 10b5-1 trading plan underscores transparency and reduces perceived information asymmetry.
• CEO retains a large ownership position, maintaining alignment with shareholder interests.

Negative

• Insider selling can be interpreted as a softening of management’s near-term confidence, though scale is limited.

Insights

Equity Analyst

TL;DR: CEO sold 29k shares (~$153k) via 10b5-1 plan; minor stake reduction, neutral signal.

The disclosed transactions equal roughly 7% of Mr. Siegel’s trust holdings and an even smaller fraction of his overall economic interest. Importantly, the sales were executed under a Rule 10b5-1 plan adopted months before the trades, reducing the informational value of timing. While insider selling can occasionally foreshadow weaker sentiment, the limited size and pre-commitment nature render the activity largely immaterial to the ZIP investment thesis. I view the filing as neutral to the share-price outlook.

Corporate Governance Specialist

TL;DR: Pre-planned trades demonstrate governance compliance; no red flags.

From a governance standpoint, the use of a 10b5-1 plan and detailed weighted-average disclosures align with recent SEC best-practice guidance aimed at curbing opportunistic insider trading. The CEO continues to own a substantial stake, preserving shareholder alignment. Therefore, the filing raises no governance concerns and is unlikely to influence proxy advisory recommendations.

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^*

SIEGEL IAN H.

(Last) (First) (Middle)

C/O ZIPRECRUITER, INC.

3000 OCEAN PARK BLVD., SUITE 3000

(Street)

SANTA MONICA CA 90405

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ZIPRECRUITER, INC. [ ZIP ]

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

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE OFFICER

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

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 A Common Stock	07/07/2025		S(1)		9,722	D	$5.2639(2)	402,124	I	See footnote(3)
Class A Common Stock	07/08/2025		S(1)		9,722	D	$5.25(4)	392,402	I	See footnote(3)
Class A Common Stock	07/09/2025		S(1)		9,722	D	$5.2057(5)	382,680	I	See footnote(3)
Class A Common Stock								143,778	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. The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 9, 2024.

2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.17 to $5.365 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

3. Represents shares held by the Siegel Family Trust, of which the Reporting Person and Rochelle Siegel are co-trustees.

4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.20 to $5.31 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.145 to $5.255 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

Remarks:

	/s/ Ryan Sakamoto, Attorney-in-Fact for Reporting Person	07/09/2025
	** 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

How many ZipRecruiter (ZIP) shares did CEO Ian Siegel sell?

He sold 29,166 Class A shares across three days (07/07-07/09/25).

What were the sale prices for the ZIP insider transactions?

Weighted-average prices were $5.2639, $5.25, and $5.2057 per share.

Does the CEO still own ZipRecruiter stock after these sales?

Yes. The Siegel Family Trust now holds 382,680 shares, and he directly owns 143,778 shares.

Were the ZIP insider sales executed under a Rule 10b5-1 plan?

Yes. The Form 4 states the trades were under a 10b5-1 plan adopted on 09/09/2024.

Is this Form 4 filing likely to impact ZipRecruiter’s stock price?

Given the modest size and pre-planned nature, the impact is expected to be minimal.