Form 4: ZipRecruiter Legal Officer Executes Planned Stock Sale

ZipRecruiter's EVP, Chief Legal Officer, Ryan T. Sakamoto, sold 2,169 shares of Class A Common Stock under a pre-arranged trading plan.

Summary

• Ryan T. Sakamoto, Executive Vice President and Chief Legal Officer of ZipRecruiter, Inc., reported a sale of Class A Common Stock.
• The transaction involved the disposition of 2,169 shares on January 20, 2026.
• The shares were sold at a weighted average price of $2.6154 per share, with individual transaction prices ranging from $2.53 to $2.76.
• This sale was executed pursuant to a Rule 10b5-1 trading plan adopted by Mr. Sakamoto on September 11, 2024.
• Following the reported transaction, Mr. Sakamoto directly beneficially owns 118,598 shares of Class A Common Stock.
• Additionally, 77,700 shares are indirectly beneficially owned through the Sakamoto Living Trust dated January 5, 2015, for which Mr. Sakamoto is trustee and beneficiary.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While it's an insider sale, it was conducted under a pre-arranged 10b5-1 plan, which is a routine and expected event for executives managing their personal finances and equity holdings. It does not signal new negative information about the company.

Positives

• The transaction was conducted under a Rule 10b5-1 trading plan, indicating a pre-arranged sale designed to avoid concerns about insider trading and demonstrating adherence to corporate governance best practices.
• The transparency of the disclosure provides clarity to investors regarding executive stock transactions.

Negatives

• The sale reduces the direct beneficial ownership of Class A Common Stock by a key executive, which some investors might interpret as a slight reduction in insider alignment.

Risks

• No specific risks were mentioned in the filing beyond the inherent market risks associated with stock ownership.

Future Outlook

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

Management Comments

• The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

Industry Context

This is a routine insider transaction and does not provide specific insights into broader industry trends or competitive landscape. It reflects an individual executive's pre-planned stock management.

Comparison to Industry Standards

• The use of a Rule 10b5-1 trading plan aligns with common corporate governance practices for executives managing their equity holdings, demonstrating compliance and transparency, which is a standard practice among publicly traded companies to mitigate insider trading concerns.

Corporate Governance

Related Party Transactions

• 77,700 shares are indirectly beneficially owned by Ryan T. Sakamoto through the Sakamoto Living Trust dated January 5, 2015, of which he is trustee and beneficiary. This represents a related party holding.

Stakeholder Impact

• Shareholders: The sale represents a minor reduction in direct insider ownership, but the pre-arranged nature of the sale under a 10b5-1 plan mitigates concerns about its implications for the company's prospects.
• Employees: No direct impact on employees is indicated by this filing.
• Customers/Suppliers/Creditors: No direct impact on these stakeholders is indicated by this filing.

Next Steps

• No specific future actions or milestones for the company were mentioned in this filing.

Key Dates

Recommendation

The transaction is a routine, pre-scheduled sale by an executive under a Rule 10b5-1 trading plan. It does not indicate any new material information about ZipRecruiter's operational performance or future outlook, and therefore, does not warrant a change in investment recommendation based solely on this filing. Investors should hold their position and consider broader company fundamentals.

Keywords

ZipRecruiter, ZIP, insider trading, Form 4, stock sale, executive, legal officer, 10b5-1 plan, beneficial ownership