SEC Form 4 · accession 0001225208-17-001116
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
Jan 11, 2017
Accepted (ET)
Jan 13, 2017 · 6:43 pm EST
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 | Jan 11, 2017 | M | 7,500 | $0.9811 | A | 7,500 | D | |
| Class A Common StockF1,F2 | Jan 11, 2017 | S | 7,500 | $36.5577 | D | 0 | D | |
| Class C Capital Stock | Jan 11, 2017 | M | 14,900 | $1.1319 | A | 26,900 | D | |
| Class C Capital StockF1,F3 | Jan 11, 2017 | S | 14,900 | $36.0545 | D | 12,000 | D | |
| Class A Common Stock | Jan 12, 2017 | M | 7,500 | $0.9811 | A | 7,500 | D | |
| Class A Common StockF1,F4 | Jan 12, 2017 | S | 600 | $37.356 | D | 6,900 | D | |
| Class A Common StockF1,F5 | Jan 12, 2017 | S | 6,900 | $36.9505 | D | 0 | D | |
| Class C Capital Stock | Jan 12, 2017 | M | 14,900 | $1.1319 | A | 26,900 | D | |
| Class C Capital StockF1,F6 | Jan 12, 2017 | S | 3,300 | $36.857 | D | 23,600 | D | |
| Class C Capital StockF1,F7 | Jan 12, 2017 | S | 11,600 | $36.413 | 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 | $0.9811 | Jan 11, 2017 | M | 7,500 | D | Sep 15, 2011 | Sep 15, 2017 | Class A Common Stock | 7,500 | 62,650 | D |
| Stock Option (Right to Buy)F8 | $1.1319 | Jan 11, 2017 | M | 14,900 | D | Sep 15, 2011 | Sep 15, 2017 | Class C Capital Stock | 14,900 | 126,200 | D |
| Stock Option (Right to Buy)F8 | $0.9811 | Jan 12, 2017 | M | 7,500 | D | Sep 15, 2011 | Sep 15, 2017 | Class A Common Stock | 7,500 | 55,150 | D |
| Stock Option (Right to Buy)F8 | $1.1319 | Jan 12, 2017 | M | 14,900 | D | Sep 15, 2011 | Sep 15, 2017 | Class C Capital Stock | 14,900 | 111,300 | 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 $36.34 to $36.89. 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 $35.70 to $36.65. 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 $37.32 to $37.43. 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.
- F5The reported price is a weighted average sale price. These shares were sold in mulitiple transactions at prices ranging from $36.31 to $37.30. 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 $36.81 to $36.99. 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 $35.80 to $36.80. 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.