Form 4: Zillow Co-Founder Sells $870K Stock via 10b5-1 Plan

Zillow Co-Founder Lloyd D. Frink executed a series of stock option exercises and subsequent sales of Class C Capital Stock totaling 10,000 shares under a pre-arranged 10b5-1 trading plan.

Summary

• Lloyd D. Frink, Co-Executive Chairman, President, and Co-Founder of Zillow Group, Inc., reported a series of transactions involving the company's Class C Capital Stock.
• Between September 10 and September 12, 2025, Frink exercised stock options to acquire a total of 10,000 shares of Class C Capital Stock at an exercise price of $22.41 per share.
• Concurrently, he sold all 10,000 shares acquired through these exercises in multiple open market transactions.
• The sales were executed at weighted average prices ranging from $85.61 to $89.58 per share.
• These transactions were conducted pursuant to a Rule 10b5-1 trading plan adopted on December 11, 2024.
• Following these transactions, Frink directly holds 2,233,189 shares of Class C Capital Stock and indirectly holds 697,765 shares through the Frink Descendants' Trust.
• His beneficial ownership of stock options decreased by 10,000, leaving 90,000 options remaining.

Sentiment

Score: 5

Explanation: The transactions represent routine insider activity under a pre-arranged trading plan, indicating neither strong positive nor negative sentiment regarding the company's immediate prospects.

Positives

• The transactions were executed under a pre-arranged Rule 10b5-1 trading plan, indicating a systematic approach to managing personal holdings rather than a reaction to immediate company news.
• The exercise of options at $22.41 and subsequent sale at prices ranging from $85.61 to $89.58 demonstrates a significant profit for the insider on these specific transactions.

Negatives

• The sale of 10,000 shares by a high-ranking insider, even if pre-planned, could be perceived by some investors as a reduction in direct exposure to the company's equity.
• A decrease in the number of outstanding stock options held by a key executive.

Future Outlook

This filing, an insider transaction report, does not contain forward-looking statements or guidance regarding the company's future outlook.

Industry Context

This insider transaction report is specific to Zillow Group, Inc. and its executive, Lloyd D. Frink. It does not provide broader industry trends or competitive analysis.

Corporate Governance

Related Party Transactions

• Indirect beneficial ownership of 697,765 shares of Class C Capital Stock through the Frink Descendants' Trust, established on December 30, 2004.

Stakeholder Impact

• Shareholders: May view the routine, pre-planned nature of the sales positively as it reduces concerns about opportunistic insider selling, but the reduction in direct equity exposure by a key executive could still be noted.

Next Steps

• The reporting person will provide full information regarding the number of shares sold at each separate price within the reported ranges to the issuer, any security holder, or the SEC staff upon request.

Key Dates

Recommendation

The filing details routine insider stock option exercises and subsequent sales executed under a pre-arranged 10b5-1 trading plan. Such transactions are generally not indicative of a change in the company's fundamental outlook or a strong signal for immediate investment action, thus a 'hold' recommendation is appropriate.

Keywords

Zillow, ZG, Z, Lloyd Frink, Insider Trading, Form 4, Stock Sale, Stock Option Exercise, 10b5-1 Plan, Class C Capital Stock