Eric Liaw - May 14, 2021 Form 3 Insider Report for ZIPRECRUITER, INC. (ZIP)

Role: Director
Signature: Ryan Sakamoto, as Attorney-in-Fact
Stock symbol: ZIP
Transactions as of: May 14, 2021
Transactions value $: $0
Form type: 3
Date filed: 5/14/2021, 09:16 PM
Previous filing: May 7, 2021
Next filing: May 19, 2021

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	ZIP	Class B Common Stock							May 14, 2021	Class A Common Stock	2,317,734	$0.00	See Footnote	F1, F2
holding	ZIP	Class B Common Stock							May 14, 2021	Class A Common Stock	4,444,441	$0.00	See Footnote	F1, F3
holding	ZIP	Class B Common Stock							May 14, 2021	Class A Common Stock	23,645	$0.00	See Footnote	F1, F4
holding	ZIP	Series A Preferred Stock							May 14, 2021	Class B Common Stock	11,970,128	$0.00	See Footnote	F2, F5
holding	ZIP	Series B Preferred Stock							May 14, 2021	Class B Common Stock	2,693,459	$0.00	See Footnote	F3, F6
holding	ZIP	Series B Preferred Stock							May 14, 2021	Class B Common Stock	14,329	$0.00	See Footnote	F4, F6
holding	ZIP	Convertible Promissory Note							May 14, 2021	Class B Common Stock	821,486	$8.29	See Footnote	F2, F7, F8
holding	ZIP	Convertible Promissory Note							May 14, 2021	Class B Common Stock	410,395	$8.29	See Footnote	F3, F8, F9
holding	ZIP	Convertible Promissory Note							May 14, 2021	Class B Common Stock	2,183	$8.29	See Footnote	F4, F8, F10

Explanation of Responses:

Id	Content
F1	Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.
F2	Represents securities held by Institutional Venture Partners XIV, L.P. ("IVP XIV"). Institutional Venture Management XIV, LLC 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 are the managing directors of Institutional Venture Management XIV, LLC and share voting and dispositive power over the securities held by IVP XIV. The Reporting Person, as a general partner of Institutional Venture Partners, disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, if any.
F3	Represents securities held by Institutional Venture Partners XV, L.P. ("IVP XV"). Institutional Venture Management XV, LLC is the general partner of IVP XV, L.P. Todd C. Chaffee, Somesh Dash, Norman A. Fogelsong, Stephen J. Harrick, the Reporting Person, Jules A. Maltz, J. Sanford Miller and Dennis B. Phelps are the managing directors of Institutional Venture Management XV, LLC and share voting and dispositive power over the securities held by IVP XV. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, if any.
F4	Represents securities held by Institutional Venture Partners XV Executive Fund, L.P. ("IVP XV Executive Fund"). Institutional Venture Management XV, LLC is the general partner of IVP XV Executive Fund. Todd C. Chaffee, Somesh Dash, Norman A. Fogelsong, Stephen J. Harrick, the Reporting Person, Jules A. Maltz, J. Sanford Miller and Dennis B. Phelps are the managing directors of Institutional Venture Management XV, LLC and share voting and dispositive power over the securities held by IVP XV Executive Fund. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, if any.
F5	Each share of Series A Preferred Stock will convert into Class B Common Stock on a one-for-eight basis upon the effectiveness of the Issuer's registration statement on Form S-1 and has no expiration date.
F6	Each share of Series B Preferred Stock will convert into Class B Common Stock on a one-for-one basis upon the effectiveness of the Issuer's registration statement on Form S-1 and has no expiration date.
F7	The Convertible Promissory Note (the "Convertible Note") has a principal amount of $6,656,750.00, and accrues interest at the rate of 2.5% per annum compounded annually. Assuming a conversion price of $8.2909 per share (which is the maximum conversion price at which the Convertible Note is convertible by its terms), the Convertible Note will automatically convert into 821,486 shares of Class B Common Stock immediately following the first trading day of the Issuer's Class A Common Stock on the New York Stock Exchange, currently expected to be May 26, 2021.
F8	The maturity date of the Convertible Note is the earlier to occur of (1) June 22, 2023 and (2) an event of default under the Convertible Note.
F9	The Convertible Note has a principal amount of $3,325,557.52, and accrues interest at the rate of 2.5% per annum compounded annually. Assuming a conversion price of $8.2909 per share (which is the maximum conversion price at which the Convertible Note is convertible by its terms), the Convertible Note will automatically convert into 410,395 shares of Class B Common Stock immediately following the first trading day of the Issuer's Class A Common Stock on the New York Stock Exchange, currently expected to be May 26, 2021.
F10	The Convertible Note has a principal amount of $17,692.48, and accrues interest at the rate of 2.5% per annum compounded annually. Assuming a conversion price of $8.2909 per share (which is the maximum conversion price at which the Convertible Note is convertible by its terms), the Convertible Note will automatically convert into 2,183 shares of Class B Common Stock immediately following the first trading day of the Issuer's Class A Common Stock on the New York Stock Exchange, currently expected to be May 26, 2021.