[Form 4] ZipRecruiter, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Institutional Venture Partners entities reported sales of ZipRecruiter, Inc. (ZIP) Class A common stock under a Share Repurchase Agreement dated August 21, 2025. The filing shows a disposition of 1,630,670 shares by Institutional Venture Partners XV, L.P. at $4.27 per share and a disposition of 8,675 shares by Institutional Venture Partners XV Executive Fund, L.P. at the same price. The report lists total beneficial holdings following the transactions for various related funds and trusts, with multiple record holders and indirect ownership through management entities and family trusts. The Form 4 is the second of two filings covering more than ten reporting persons.

Positive

• Share Repurchase Agreement execution is disclosed, showing contractual handling of large share dispositions
• Detailed ownership disclosure provided: record holders, general partners, managing directors, and trusts are explicitly identified

Negative

• Material disposition of 1,630,670 Class A shares (plus 8,675 shares) reduces reported holdings for the selling IVP entities
• Multiple related-party holdings and indirect ownership could complicate clarity of voting and dispositive power among managers and trusts

Insights

Financial Analyst

TL;DR: Large block sales via a repurchase agreement reduced reported Class A holdings; transaction appears contractual rather than open-market selling.

The filing documents material dispositions totaling 1,639,345 Class A shares sold at $4.27 per share under a Share Repurchase Agreement dated August 21, 2025. Ownership schedules show continued indirect holdings across multiple IVP funds and related management entities and trusts. As a disclosure, the Form clarifies record holders and disclaims by individual managers limited to pecuniary interests. This is a routine Section 16 filing that provides transparency on ownership changes without additional operational or financial details.

Corporate Governance Expert

TL;DR: Reporting is thorough and identifies record holders, general partners, and trustees; multiple indirect ownership claims and disclaimers are documented.

The Form 4 delineates the chain of record and beneficial ownership among IVP entities, management LLCs, and family trusts, and includes standard disclaimers of beneficial ownership by individual managing directors except for pecuniary interests. The filing is split into two reports due to the number of reporting persons, and it cites the Share Repurchase Agreement as the basis for the dispositions. No governance actions, director changes, or exemptions are disclosed beyond these ownership transfers.

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

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X

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^*

Institutional Venture Management XV, LLC

(Last) (First) (Middle)

3000 SAND HILL ROAD BLDG. 2, SUITE 250

(Street)

MENLO PARK CA 94025

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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	08/21/2025		S(1)		1,630,670	D	$4.27	2,939,699	I	By Institutional Venture Partners XV, L.P.(2)
Class A Common Stock	08/21/2025		S(1)		8,675	D	$4.27	15,619	I	By Institutional Venture Partners XV Executive Fund, L.P.(3)
Class A Common Stock								3,809,348	I	By Institutional Venture Partners XIV L.P.(4)
Class A Common Stock								10,459	I	By Institutional Venture Management XIV, LLC(5)
Class A Common Stock								4,247	I	By Institutional Venture Management XV, LLC(6)
Class A Common Stock								13,682	D(7)
Class A Common Stock								114,181	I	By Trust(8)
Class A Common Stock								16,311	I	By Trust(8)
Class A Common Stock								16,311	I	By Trust(8)
Class A Common Stock								16,311	I	By Trust(8)
Class A Common Stock								13,682	I	By Trust(9)
Class A Common Stock								54,369	I	By Trust(10)
Class A Common Stock								163,114	I	By Trust(11)

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

1. Name and Address of Reporting Person^*

Institutional Venture Management XV, LLC

(Last) (First) (Middle)

3000 SAND HILL ROAD BLDG. 2, SUITE 250

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Institutional Venture Partners XV, L.P.

(Last) (First) (Middle)

C/O INSTITUTIONAL VENTURE PARTNERS

3000 SAND HILL ROAD BLDG. 2, SUITE 250

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Institutional Venture Partners XV Executive Fund, L.P.

(Last) (First) (Middle)

C/O INSTITUTIONAL VENTURE PARTNERS

3000 SAND HILL ROAD BLDG. 2, SUITE 250

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. The sale reported in this Form 4 was effected pursuant to a Share Repurchase Agreement by and among the Issuer, Institutional Venture Partners XV, L.P. ("IVP XV") and Institutional Venture Partners XV Executive Fund, L.P. ("IVP XV EF") dated as of August 21, 2025.

2. The shares are held of record by IVP XV. Institutional Venture Management XV, LLC ("IVM XV") is the general partner of IVP XV. Todd C. Chaffee, Somesh Dash, Norman A. Fogelsong, Stephen J. Harrick, Eric Liaw, Jules A. Maltz, J. Sanford Miller and Dennis B. Phelps, Jr. are managing directors of IVM XV and may be deemed to share voting and dispositive power over the shares held by IVP XV. Each of IVM XV and Messrs. Chaffee, Dash, Fogelsong, Harrick, Liaw, Maltz, Miller and Phelps disclaims beneficial ownership of the shares held by IVP XV except to the extent of its or his respective pecuniary interest therein.

3. The shares are held of record by IVP XV EF. IVM XV is the general partner of IVP XV EF. Todd C. Chaffee, Somesh Dash, Norman A. Fogelsong, Stephen J. Harrick, Eric Liaw, Jules A. Maltz, J. Sanford Miller and Dennis B. Phelps, Jr. are managing directors of IVM XV and may be deemed to share voting and dispositive power over the shares held by IVP XV EF. Each of IVM XV and Messrs. Chaffee, Dash, Fogelsong, Harrick, Liaw, Maltz, Miller and Phelps disclaims beneficial ownership of the shares held by IVP XV except to the extent of its or his respective pecuniary interest therein.

4. The shares are held of record by Institutional Venture Partners XIV, L.P. ("IVP XIV"). Institutional Venture Management XIV LLC ("IVM XIV") is the general partner of IVP XIV. Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, Jules A. Maltz, J. Sanford Miller and Dennis B. Phelps, Jr. are the managing directors of IVM XIV and may be deemed to share voting and dispositive power over the shares held by IVP XIV. Each of IVM XIV and Messrs. Chaffee,Fogelsong, Harrick, Maltz, Miller and Phelps disclaims beneficial ownership of the shares held by IVP XIV except to the extent of its or his respective pecuniary interest therein.

5. The shares are held of record or beneficially by IVM XIV. Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, Jules A. Maltz, J. Sanford Miller and Dennis B. Phelps, Jr. are the managing directors of IVM XIV and may be deemed to share voting and dispositive power over the shares held by IVM XIV. Each of Messrs. Chaffee, Fogelsong, Harrick, Maltz, Miller and Phelps disclaims beneficial ownership of the shares held by IVM XIV except to the extent of his respective pecuniary interest therein.

6. The shares are held of record or beneficially by IVM XV. Todd C. Chaffee, Somesh Dash, Norman A. Fogelsong, Stephen J. Harrick, Eric Liaw, Jules A. Maltz, J. Sanford Miller and Dennis B.Phelps, Jr. are managing directors of IVM XV and may be deemed to share voting and dispositive power over the shares held by IVM XV. Each of Messrs. Chaffee, Dash, Fogelsong, Harrick, Liaw, Maltz, Miller and Phelps disclaims beneficial ownership of the shares held by IVM XV except to the extent of his respective pecuniary interest therein.

7. The shares are held of record by Somesh Dash.

8. The shares are held by a family trust, of which Mr. Fogelsong is the trustee. Mr. Fogelsong disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest therein.

9. The shares are held by a family trust, of which Mr. Liaw is the trustee. Mr. Liaw disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest therein.

10. The shares are held by a family trust, of which Mr. Maltz is the trustee. Mr. Maltz disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest therein.

11. The shares are held by a family trust, of which Mr. Phelps is the trustee. Mr. Phelps disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest therein.

Remarks:

This Form 4 is the second of two Forms 4 filed relating to the same event. Combined, the two reports report the holdings for the following Reporting Persons: Institutional Venture Management XIV, LLC, Institutional Venture Partners XIV L.P., Institutional Venture Management XV, LLC, Institutional Venture Partners XV, L.P., Institutional Venture Partners XV Executive Fund, L.P., Todd C. Chaffee, Somesh Dash, Norman A. Fogelsong, Stephen J. Harrick, Eric Liaw, Jules A. Maltz , J. Sanford Miller and Dennis B. Phelps, Jr. This Form 4 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 reporting persons.

	Institutional Venture Management XV, LLC, By /s/ Leslie Stolper, Authorized Signatory	08/25/2025
	Institutional Venture Partners XV L.P., By Institutional Venture Management XIV, LLC, its General Partner, By /s/ Leslie Stolper, Authorized Signatory	08/25/2025
	Institutional Venture Partners XV Executive Fund, L.P., By Institutional Venture Management XV, LLC, its General Partner, By /s/ Leslie Stolper, Authorized Signatory	08/25/2025
	** 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 did the Form 4 filed for ZIP report?

The Form 4 reports dispositions of Class A common stock under a Share Repurchase Agreement dated August 21, 2025, including sales of 1,630,670 and 8,675 shares at $4.27 per share.

Who sold shares in the ZIP Form 4 filing?

The shares were disposed by Institutional Venture Partners XV, L.P. and Institutional Venture Partners XV Executive Fund, L.P., with related IVP management and trust entities listed as record or beneficial holders.

How many total shares were reported sold and at what price?

The filing shows dispositions totaling 1,639,345 Class A shares (1,630,670 and 8,675) at $4.27 per share.

Does the filing explain ownership structure for the reporting persons?

Yes. The filing identifies general partners, management LLCs, managing directors, and family trusts, and includes disclaimers that individuals disclaim beneficial ownership except for pecuniary interests.

Is this Form 4 complete or part of multiple filings?

This is the second of two Form 4 filings related to the same event; the filings were split because there are more than ten reporting persons.