08/21/2026 | Press release | Distributed by Public on 08/21/2026 16:56
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | |||
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1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Performance Stock Units | (1) | (1) | Class A Common Stock | 150,000 | (2) | D | |
| Restricted Stock Units | (3) | (4) | Class A Common Stock | 500,000 | (5) | D | |
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Chan Carmen Wai-Yan C/O ZIPRECRUITER, INC. 3000 OCEAN PARK BLVD., SUITE 3000 SANTA MONICA, CA 90405 |
EVP, Chief Financial Officer | |||
| /s/ Michael Johnson, Attorney-in-Fact for Reporting Person | 08/21/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 5(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). |
| (1) | Subject to the achievement of certain specified stock price hurdles and service-based vesting requirements, the performance stock units will vest and are scheduled to settle as of 1/4 of the total shares beginning on September 15, 2027, then 1/16 of the total shares quarterly thereafter until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date. |
| (2) | Each performance stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. |
| (3) | The Restricted Stock Unit(s) ("RSU(s)") vest and are scheduled to settle as of 1/4 of the total shares beginning on September 15, 2027, then 1/16 of the total shares quarterly thereafter 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) | Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. |
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Remarks: Exhibit 24 - Power of Attorney |
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