SEC Form 4 · accession 0001225208-16-040771
ZILLOW GROUP, INC. · Z AND ZG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Spencer M Rascoff
Officer — Chief Executive Officer · Director
Period of report
Oct 24, 2016
Accepted (ET)
Oct 26, 2016 · 5:46 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001617640
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Oct 24, 2016 | M | 7,500 | $1.0833 | A | 7,500 | D | |
| Class A Common StockF1,F2 | Oct 24, 2016 | S | 7,500 | $33.9529 | D | 0 | D | |
| Class C Capital Stock | Oct 24, 2016 | M | 14,900 | $1.2498 | A | 26,900 | D | |
| Class C Capital StockF1,F3 | Oct 24, 2016 | S | 14,900 | $34.2627 | D | 12,000 | D | |
| Class A Common Stock | Oct 25, 2016 | M | 7,500 | $1.0833 | A | 7,500 | D | |
| Class A Common StockF1,F4 | Oct 25, 2016 | S | 900 | $33.6053 | D | 6,600 | D | |
| Class A Common StockF1,F5 | Oct 25, 2016 | S | 6,600 | $32.843 | D | 0 | D | |
| Class C Capital Stock | Oct 25, 2016 | M | 14,900 | $1.2498 | A | 26,900 | D | |
| Class C Capital StockF1,F6 | Oct 25, 2016 | S | 2,400 | $33.9009 | D | 24,500 | D | |
| Class C Capital StockF1,F7 | Oct 25, 2016 | S | 12,500 | $33.1362 | D | 12,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F8 | $1.0833 | Oct 24, 2016 | M | 7,500 | D | Mar 12, 2011 | Mar 12, 2017 | Class A Common Stock | 7,500 | 60,230 | D |
| Stock Option (Right to Buy)F8 | $1.2498 | Oct 24, 2016 | M | 14,900 | D | Mar 12, 2011 | Mar 12, 2017 | Class C Capital Stock | 14,900 | 120,760 | D |
| Stock Option (Right to Buy)F1,F8 | $1.0833 | Oct 25, 2016 | M | 7,500 | D | Mar 12, 2011 | Mar 12, 2017 | Class A Common Stock | 7,500 | 52,730 | D |
| Stock Option (Right to Buy)F8 | $1.2498 | Oct 25, 2016 | M | 14,900 | D | Mar 12, 2011 | Mar 12, 2017 | Class C Capital Stock | 14,900 | 105,860 | D |
Explanation of responses
- F1The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 15, 2016.
- F2The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $33.79 to $34.10. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
- F3The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $34.06 to $34.43. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
- F4The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $33.42 to $33.78. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
- F5The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $32.38 to $33.38. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
- F6The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $33.70 to $34.13. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
- F7The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $32.68 to $33.56. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.
- F8Date at which first vesting occurs is indicated. 1/4th of the total number of shares originally subject to the option become exercisable at the first vesting date and an additional 1/48th become exercisable each month thereafter until the option is fully vested.