Richard N. Barton - May 16, 2024 Form 4 Insider Report for ZILLOW GROUP, INC. (Z AND ZG)

Role
Chief Executive Officer, Director, 10%+ Owner
Signature
/s/ Shannon Cartales Attorney-in-Fact
Stock symbol
Z AND ZG
Transactions as of
May 16, 2024
Transactions value $
$5,085,740
Form type
4
Date filed
5/17/2024, 05:51 PM
Previous filing
May 2, 2024
Next filing
Jun 4, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction Z AND ZG Class C Capital Stock Other $0 -1.43M -100% $0.00* 0 May 16, 2024 RNB Z GRAT of May 2022 F1
transaction Z AND ZG Class C Capital Stock Other $0 +1.28M +56.91% $0.00 3.52M May 16, 2024 Direct F1
transaction Z AND ZG Class C Capital Stock Gift $0 +154K $0.00 154K May 16, 2024 The Richard & Sarah Barton Irrevocable Trust 03/27/10 F1
transaction Z AND ZG Class C Capital Stock Other $0 -2.5M -70.95% $0.00 1.02M May 16, 2024 Direct F2
transaction Z AND ZG Class C Capital Stock Other $0 +2.5M $0.00 2.5M May 16, 2024 RNB Z GRAT of May 2024 F2
transaction Z AND ZG Class C Capital Stock Options Exercise $3.55M +100K +9.77% $35.48 1.12M May 16, 2024 Direct
transaction Z AND ZG Class A Common Stock Options Exercise $1.54M +50K +35.58% $30.75 191K May 16, 2024 Direct
holding Z AND ZG Class C Capital Stock 450K May 16, 2024 Barton Ventures II LLC
holding Z AND ZG Class C Capital Stock 442K May 16, 2024 Barton Descendants' Trust 12/30/04
holding Z AND ZG Class A Common Stock 220K May 16, 2024 Barton Descendants' Trust 12/30/04
holding Z AND ZG Class C Capital Stock 1.62M May 16, 2024 RNB Z GRAT of November 2022

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
transaction Z AND ZG Stock Option (right to buy) Options Exercise $0 -100K -100% $0.00* 0 May 16, 2024 Class C Capital Stock 100K $35.48 Direct F3
transaction Z AND ZG Stock Option (right to buy) Options Exercise $0 -50K -100% $0.00* 0 May 16, 2024 Class A Common Stock 50K $30.75 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects the transfer in full of the Issuer's Class C Capital stock held by the RNB Z GRAT of May 2022 back to the reporting individual and to an irrevocable trust of which the reporting individual is co-trustee.
F2 Reflects the transfer of shares of the Issuer's Class C Capital stock that was contributed to a grantor retained annuity trust.
F3 Date at which first vesting occurs is indicated. 1/16th of the total number of shares originally subject to the option becomes vested at the first vesting date and an additional 1/192 becomes vested each month thereafter over the next 3 years; an additional 1/16th of the total number of shares originally subject to the option becomes vested on the 1-year anniversary of the first vesting date and an additional 1/192 becomes vested each month thereafter over the next 3 years; an additional 1/16th of the total number of shares originally subject to the option becomes vested on the 2-year anniversary of the first vesting date and an additional 1/192 becomes vested each month thereafter over the next 3 years; and an additional 1/16th of the total number of shares originally subject to the option becomes vested on the 3-year anniversary of the first vesting date and an additional 1/192 becomes vested each month thereafter over the next 3 years until the option is fully vested.