ZipRecruiter (ZIP) legal chief exercises RSUs and covers taxes with company stock

Rhea-AI Filing Summary

ZIPRECRUITER, INC. executive Ryan T. Sakamoto, EVP and Chief Legal Officer, reported multiple transactions on March 15, 2026 involving restricted stock units (RSUs) and Class A Common Stock.

He exercised RSUs to acquire a total of 22,750 shares of Class A Common Stock at a conversion price of $0.00 per share, reflecting RSU vesting rather than open-market purchases. Following these acquisitions and related entries, he held 126,459 shares of Class A Common Stock directly.

An additional 77,700 shares of Class A Common Stock were held indirectly by the Sakamoto Living Trust dated January 5, 2015, of which he is trustee and beneficiary. A separate disposition of 11,911 shares of Class A Common Stock at $2.83 per share was reported as tax withholding to cover obligations arising from these equity awards, not an open-market sale.

Footnotes state that each RSU represents a contingent right to receive one share of Class A Common Stock and that the RSUs vest in 1/16 increments on quarterly schedules beginning on various dates in 2023, 2024, 2025, and 2026, subject to his continued service. RSUs either vest or are canceled; they do not expire.

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

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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^*

SAKAMOTO RYAN T.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

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	03/15/2026		M		5,237	A	$0	120,857	D
Class A Common Stock	03/15/2026		M		4,553	A	$0	125,410	D
Class A Common Stock	03/15/2026		M		5,841	A	$0	131,251	D
Class A Common Stock	03/15/2026		M		7,119	A	$0	138,370	D
Class A Common Stock	03/15/2026		F		11,911	D	$2.83	126,459	D
Class A Common Stock								77,700	I	See footnote(1)

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
Restricted Stock Units	$0(2)	03/15/2026		M			5,237	(3)	(4)	Class A Common Stock	5,237	$0(2)	15,711	D
Restricted Stock Units	$0(2)	03/15/2026		M			4,553	(5)	(4)	Class A Common Stock	4,553	$0(2)	31,871	D
Restricted Stock Units	$0(2)	03/15/2026		M			5,841	(6)	(4)	Class A Common Stock	5,841	$0(2)	64,245	D
Restricted Stock Units	$0(2)	03/15/2026		M			7,119	(7)	(4)	Class A Common Stock	7,119	$0(2)	106,781	D

Explanation of Responses:

1. The reported shares are held by the Sakamoto Living Trust dated 1/5/15, of which the Reporting Person is trustee and beneficiary.

2. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement.

3. The RSUs vest and are scheduled to settle as of 1/16 of the total shares quarterly beginning on March 15, 2023 until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.

4. RSUs do not expire; they either vest or are canceled prior to vesting date.

5. The RSUs vest as to 1/16 of the total shares quarterly beginning on March 15, 2024 until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.

6. The RSUs vest as to 1/16 of the total shares quarterly beginning on March 15, 2025 until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.

7. The RSUs vest as to 1/16 of the total shares quarterly beginning on March 15, 2026 until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Michael Johnson, Attorney-in-Fact for Reporting Person	03/17/2026
	** Signature of Reporting Person	Date
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