ZipRecruiter (ZIP) EVP Amy Garefis exercises RSUs, withholds shares for taxes

Rhea-AI Filing Summary

ZIPRECRUITER, INC. executive Amy Garefis reported routine equity compensation activity tied to restricted stock units. On March 15, 2026, she exercised RSUs to acquire a total of 24,087 shares of Class A Common Stock at a conversion price of $0.00 per share.

In connection with these vestings, 12,442 shares were withheld by the company at $2.83 per share to cover federal and state tax obligations, as described in the footnotes. Following these transactions, Garefis directly owned 223,223 shares of Class A Common Stock.

The filing notes that all shares disposed of were surrendered solely to satisfy required tax withholding related to RSU vesting, and that no open-market sales occurred.

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^*

Garefis Amy

(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 People 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	216,815	D
Class A Common Stock	03/15/2026		M		1,337	A	$0	218,152	D
Class A Common Stock	03/15/2026		M		4,553	A	$0	222,705	D
Class A Common Stock	03/15/2026		M		5,841	A	$0	228,546	D
Class A Common Stock	03/15/2026		M		7,119	A	$0	235,665	D
Class A Common Stock	03/15/2026		F(1)		12,442	D	$2.83	223,223	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
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			1,337	(5)	(4)	Class A Common Stock	1,337	$0(2)	2,674	D
Restricted Stock Units	$0(2)	03/15/2026		M			4,553	(6)	(4)	Class A Common Stock	4,553	$0(2)	31,871	D
Restricted Stock Units	$0(2)	03/15/2026		M			5,841	(7)	(4)	Class A Common Stock	5,841	$0(2)	64,245	D
Restricted Stock Units	$0(2)	03/15/2026		M			7,119	(8)	(4)	Class A Common Stock	7,119	$0(2)	106,781	D

Explanation of Responses:

1. Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of restricted stock units (the "RSUs"). The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes.

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, 2023 until fully vested, with the first two vesting tranches scheduled to settle on March 15, 2023, 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, 2024 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, 2025 until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.

8. 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
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).
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FAQ

What insider transaction did ZIP (ZipRecruiter) report for Amy Garefis?

ZipRecruiter reported that EVP and Chief People Officer Amy Garefis exercised restricted stock units, converting them into 24,087 shares of Class A Common Stock. These transactions reflect scheduled equity compensation vesting rather than open-market buying or selling activity.

Did Amy Garefis sell any ZIP (ZipRecruiter) shares in the open market?

No open-market sales occurred. The filing explains that 12,442 shares were relinquished solely to cover federal and state tax withholding obligations arising from RSU vesting. All reported share disposals were for tax payments, not discretionary sales of ZipRecruiter stock.

How many ZipRecruiter shares does Amy Garefis own after this Form 4?

After the reported RSU exercises and tax withholding, Amy Garefis directly owns 223,223 shares of ZipRecruiter Class A Common Stock. This post-transaction balance reflects the newly issued shares minus those surrendered to satisfy required tax obligations tied to the vesting events.

What type of securities did Amy Garefis exercise in this ZIP Form 4 filing?

She exercised restricted stock units, each representing a contingent right to receive one share of ZipRecruiter Class A Common Stock upon settlement. The RSUs vested according to pre-set quarterly schedules, and then settled into common shares on March 15, 2026.

How many restricted stock unit shares vested for Amy Garefis at ZipRecruiter?

A total of 24,087 shares of Class A Common Stock were issued upon RSU vesting and exercise. This comprised several RSU grants that settled simultaneously, with each RSU converting into one share in line with the company’s equity compensation terms.

Why were 12,442 ZIP shares surrendered by Amy Garefis in this report?

The 12,442 shares were surrendered to ZipRecruiter to cover federal and state tax withholding obligations from RSU vesting. According to the footnote, the issuer canceled these shares in exchange for paying the related tax liabilities on Garefis’s behalf.