Form 4: Ziff Davis EVP Rossen Reports Stock Transactions

Ziff Davis EVP and General Counsel Jeremy Rossen reported the acquisition of 754 shares of common stock through RSU conversion and the disposition of 382 shares for tax purposes.

Summary

• Jeremy Rossen, EVP/General Counsel of Ziff Davis, Inc. (ZD), reported transactions involving the company's common stock.
• On November 21, 2025, Rossen acquired 754 shares of Common Stock, $0.01 par value, through the conversion of Restricted Stock Units (RSUs) at a price of $0.
• Concurrently, on November 21, 2025, Rossen disposed of 382 shares of Common Stock at a price of $30.35 to satisfy tax liabilities incident to the vesting of the RSUs.
• Following these transactions, Rossen directly beneficially owns 16,543 shares of Common Stock.
• Additionally, 2,000 shares of Common Stock are indirectly beneficially owned by The Jeremy and Gina Rossen Family Trust, where Rossen and his spouse are trustees and their children are beneficiaries.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions related to executive compensation (RSU vesting and tax withholding). These are standard events and do not inherently indicate a positive or negative sentiment regarding the company's operational or financial performance.

Positives

• The vesting and conversion of Restricted Stock Units (RSUs) indicate a scheduled compensation event, aligning management's interests with shareholder value.
• The acquisition of shares, even through RSU conversion, increases the insider's direct stake in the company (before tax withholding).

Negatives

• A portion of the acquired shares (382 shares) was immediately disposed of to cover tax liabilities, reducing the net increase in direct beneficial ownership.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

This Form 4 filing details a routine insider transaction, specifically the vesting and conversion of Restricted Stock Units (RSUs) and the subsequent sale of shares to cover tax obligations. Such transactions are common across publicly traded companies as part of executive compensation packages, designed to align management incentives with shareholder interests.

Related Party Transactions

• Jeremy Rossen indirectly beneficially owns 2,000 shares of Common Stock through The Jeremy and Gina Rossen Family Trust, of which he and his spouse are trustees and his children are beneficiaries. This represents a related party holding.

Stakeholder Impact

• Shareholders: The transactions represent a routine compensation event for an executive, with minimal direct impact on the company's overall share structure or market valuation.
• Employees: The RSU vesting is part of an executive compensation plan, which is a standard practice in corporate environments.

Key Dates

Keywords

Ziff Davis, ZD, Jeremy Rossen, Insider Trading, Form 4, Restricted Stock Units, RSU Conversion, Stock Transaction, Executive Compensation