Sec Form 4 Filing - Shah Vivek @ ZIFF DAVIS, INC. - 2024-03-06

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Shah Vivek 2. Issuer Name and Ticker or Trading Symbol ZIFF DAVIS, INC. [ ZD] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) C/O J2 GLOBAL, INC., 6922 HOLLYWOOD BOULEVARD, SUITE 500 3. Date of Earliest Transaction (MM/DD/YY) 03/06/2024 (Street) LOS ANGELES, CA90028 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock, $0.01 par value 217,807 ( 1 ) ( 2 ) D Common Stock, $0.01 par value 110,000 I See footnote ( 3 ) Common Stock, $0.01 par value 239,868 I See footnote ( 4 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Option to Purchase Common Stock $ 68.97 ( 5 ) ( 6 ) 01/01/2028 Common Stock $0.01 Par Value 435,135 435,135 ( 5 ) D Restricted Stock Unit ( 7 ) ( 8 ) ( 8 ) Common Stock $0.01 Par Value 71,023 71,023 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Shah Vivek C/O J2 GLOBAL, INC. 6922 HOLLYWOOD BOULEVARD, SUITE 500 LOS ANGELES, CA90028 X Chief Executive Officer Signatures /s/ Jeremy Rossen, as Attorney-in-fact 03/08/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )In connection with the spin-off of Consensus Cloud Solutions, Inc. by the Issuer on October 7, 2021 (the "Spin-off"), outstanding Restricted Stock Awards ("RSAs") and Performance Stock Awards ("PSAs"), including RSAs and PSAs previously granted to the Reporting Person, were subject to anti-dilution adjustments ("Anti-Dilution Adjustment"). The total number of shares reported include the additional 10,985 RSAs and 13,181 PSAs held by the Reporting Person as a result of the Anti-Dilution Adjustment. ( 2 )The number of shares directly owned by the Reporting Person has been adjusted to reflect a reconciliation to the Reporting Person's account records. ( 3 )Reflects shares held by the Vivek R Shah Irrevocable Family Trust, of which the Reporting Person's spouse is the trustee and the Reporting Person's spouse and children are the beneficiaries. ( 4 )Reflects shares transferred by the Reporting Person to the Vivek R Shah Revocable Trust, of which the Reporting Person is the beneficiary and trustee, in multiple transfers. ( 5 )In connection with the Spin-off, the outstanding stock options previously granted to the Reporting Person were subject to the Anti-Dilution Adjustment. As a result of the Anti-Dilution Adjustment, the total number of stock options were adjusted to include the additional 35,135 stock options held by the reporting person and the exercise price was adjusted from $75.03 to $68.97. ( 6 )These stock options vest in eight (8) equal annual installments commencing on January 1, 2019. ( 7 )Restricted stock units convert into common stock on a one-for-one basis. ( 8 )On March 6, 2024, the reporting person was granted 71,023 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date. There are no expiration dates on RSUs.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(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).

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