Form 4: ZipRecruiter CFO Timothy Yarbrough Reports Routine Stock Transactions Following RSU Vesting

ZipRecruiter's EVP and Chief Financial Officer, Timothy G. Yarbrough, reported the acquisition of Class A Common Stock through Restricted Stock Unit (RSU) vesting and a corresponding disposition of shares to cover tax obligations.

Summary

• Timothy G. Yarbrough, EVP, Chief Financial Officer of ZipRecruiter, Inc. (ZIP), reported multiple transactions on June 15, 2025.
• He acquired a total of 42,044 shares of Class A Common Stock through the vesting and settlement of Restricted Stock Units (RSUs) at an exercise price of $0.
• The acquisitions were broken down into four separate transactions: 6,250 shares, 11,578 shares, 11,072 shares, and 13,144 shares.
• Following these acquisitions, his direct beneficial ownership increased from an initial undisclosed amount to 313,512 shares before tax withholding.
• Concurrently, Yarbrough disposed of 20,006 shares of Class A Common Stock at a price of $5.23 per share to satisfy federal and state tax withholding obligations related to the RSU vesting.
• This disposition was an exempt transaction under Section 16b-3(e) and was solely for tax coverage, not a market sale.
• After all reported transactions, Timothy G. Yarbrough's direct beneficial ownership of Class A Common Stock stands at 293,506 shares.
• Additionally, he indirectly holds 102,710 shares through the Yarbrough Family Trust dated March 23, 2017, where he serves as co-trustee.
• The RSUs vest quarterly, with specific tranches beginning vesting on March 15, 2022, March 15, 2023, March 15, 2024, and March 15, 2025, subject to continued service.

Sentiment

Score: 6

Explanation: The sentiment is slightly positive as it reflects routine executive compensation vesting and a net increase in the officer's direct shareholdings, indicating continued alignment with company performance, despite the standard tax-related disposition.

Positives

• The transactions represent the vesting of executive compensation (RSUs), indicating the fulfillment of long-term incentive plans.
• The net effect of the transactions (acquisitions minus tax-related disposition) resulted in an increase in the officer's direct beneficial ownership of the company's Class A Common Stock, demonstrating continued alignment with shareholder interests.

Negatives

• A portion of the vested shares (20,006 shares) was disposed of to cover tax liabilities, which is a common practice but represents a reduction in the total shares received from vesting.

Future Outlook

The document indicates ongoing quarterly vesting of Restricted Stock Units (RSUs) for the reporting person, subject to continued service to the Issuer, with tranches scheduled to vest until fully vested based on their respective grant schedules.

Industry Context

This Form 4 filing details a routine insider transaction related to executive compensation, specifically the vesting of Restricted Stock Units (RSUs) and the subsequent withholding of shares for tax purposes. Such transactions are common across publicly traded companies as part of their long-term incentive plans for executives and do not inherently reflect broader industry trends or competitive positioning.

Related Party Transactions

• 102,710 shares are held indirectly by the Yarbrough Family Trust dated March 23, 2017, a living trust, of which the Reporting Person is co-trustee.

Stakeholder Impact

• Shareholders: The report indicates a routine increase in executive ownership through compensation, which can be viewed positively as it aligns management's interests with shareholders. The tax-related sale is a standard procedure and not a discretionary market sale.
• Employees: No direct impact on general employees is indicated by this filing.
• Customers/Suppliers/Creditors: No direct impact on these stakeholders is indicated by this filing.

Next Steps

• Continued quarterly vesting of remaining Restricted Stock Units (RSUs) for Timothy G. Yarbrough, subject to his continued service to ZipRecruiter, Inc.

Key Dates

Keywords

ZipRecruiter, ZIP, Form 4, Insider Transaction, Restricted Stock Units, RSU Vesting, Executive Compensation, Stock Ownership, Timothy Yarbrough, CFO