ZipRecruiter (ZIP) CTO awarded large RSU and performance stock unit grants

Rhea-AI Filing Summary

SHIMANOVSKY BORIS F. reported acquisition or exercise transactions in this Form 4 filing.

ZIPRECRUITER, INC. Executive Vice President and Chief Technology Officer Boris F. Shimanovsky reported equity awards in the form of restricted and performance-based stock units. He was granted 227,800 restricted stock units and 91,100 performance stock units, each representing a right to receive one share of Class A common stock upon vesting.

The restricted stock units vest quarterly as to 1/16 of the total shares beginning on March 15, 2026, so long as he continues serving the company on each vesting date. The performance stock units also vest in 1/16 quarterly installments from March 15, 2026, but only if specified stock price hurdles and service-based requirements are met.

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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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^*

SHIMANOVSKY BORIS F.

(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 Technology Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2026

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

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	(1)	02/28/2026		A		227,800		(2)	(3)	Class A Common Stock	227,800	$0	227,800	D
Performance Stock Units	(4)	02/28/2026		A		91,100		(5)	(5)	Class A Common Stock	91,100	$0	91,100	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement.

2. 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.

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

4. Each performance stock unit represents a contingent right to receive one share of Class A Common Stock of the Issuer.

5. Subject to the achievement of certain specified stock price hurdles and service-based vesting requirements, the performance stock units will vest quarterly as to 1/16 of the total number of shares beginning on March 15, 2026 until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.

Remarks:

	/s/ Ryan Sakamoto, Attorney-in-Fact for Reporting Person	03/03/2026
	** 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.
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FAQ

What insider transaction did ZIP (ZipRecruiter) report for Boris F. Shimanovsky?

ZipRecruiter reported that EVP and Chief Technology Officer Boris F. Shimanovsky received equity awards. He was granted restricted stock units and performance stock units that may convert into Class A common shares over time, subject to vesting and, for performance units, stock price conditions.

How many restricted stock units did the ZipRecruiter CTO receive in this Form 4?

Boris F. Shimanovsky received 227,800 restricted stock units. Each RSU represents a contingent right to one share of ZipRecruiter Class A common stock, vesting in equal quarterly installments over time if he continues his service with the company on each vesting date.

What are the vesting terms for the ZipRecruiter RSUs granted to the CTO?

The RSUs vest as to 1/16 of the total shares quarterly starting March 15, 2026. Vesting continues each quarter until fully vested, provided Boris F. Shimanovsky remains in service with ZipRecruiter on each applicable vesting date throughout the schedule.

How many performance stock units did the ZipRecruiter CTO receive?

He received 91,100 performance stock units. Each performance unit can convert into one share of ZipRecruiter Class A common stock if both specified stock price hurdles and service-based vesting requirements are satisfied during the scheduled quarterly vesting period beginning March 15, 2026.

What conditions apply to the vesting of ZipRecruiter performance stock units?

The performance stock units vest quarterly as to 1/16 of the total shares starting March 15, 2026. Vesting depends on achieving defined stock price hurdles and satisfying ongoing service-based requirements, meaning both market performance and continued employment must align for shares to be delivered.

Do the ZipRecruiter RSUs reported in this Form 4 have an expiration date?

The RSUs do not expire in the traditional sense. They either vest on the scheduled quarterly dates, resulting in share delivery, or are canceled if vesting conditions, such as continued service with ZipRecruiter, are not met before the applicable vesting dates outlined in the award.