Sec Form 4 Filing - Harnett Samantha @ ZIPREALTY INC - 2013-08-12

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Harnett Samantha
2. Issuer Name and Ticker or Trading Symbol
ZIPREALTY INC [ ZIPR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Senior VP, GC & Secretary
(Last) (First) (Middle)
2000 POWELL STREET, SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
08/12/2013
(Street)
EMERYVILLE, CA94608
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 08/12/2013 M 694 A $ 1.25 16,566 ( 1 ) D
Common Stock 08/12/2013 S 694 D $ 3.87 15,872 ( 1 ) ( 2 ) D
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
Stock Option (right to buy) $ 2.9 03/05/2012( 3 ) 03/04/2021 Common Stock ( 4 ) 23,649 D
Stock Option (right to buy) $ 4.9 03/04/2011( 3 ) 03/03/2020 Common Stock ( 4 ) 20,000 D
Stock Option (right to buy) $ 4.97 05/21/2009( 3 ) 05/20/2018 Common Stock ( 4 ) 30,000 D
Stock Option (right to buy) $ 4.79 12/11/2008( 3 ) 12/10/2017 Common Stock ( 4 ) 6,000 D
Stock Option (right to buy) $ 3.2 08/01/2009( 5 ) 07/23/2016 Common Stock ( 4 ) 2,500 D
Stock Option (right to buy) $ 3.2 08/01/2009( 5 ) 07/23/2016 Common Stock ( 4 ) 2,500 D
Stock Option (right to buy) $ 3.2 08/01/2009( 5 ) 07/23/2016 Common Stock ( 4 ) 12,000 D
Stock Option (right to buy) $ 3.8 11/01/2010( 3 ) 12/09/2019 Common Stock ( 4 ) 30,000 D
Stock Option (right to buy) $ 1.25 08/12/2013 M 347 03/08/2013( 3 ) 03/07/2022 Common Stock 347 $ 0 26,832 D
Stock Option (right to buy) $ 1.25 08/12/2013 M 347 03/08/2013( 6 ) 03/07/2022 Common Stock 347 $ 0 26,832 D
Stock Option (right to buy) $ 2.87 12/06/2013( 3 ) 12/05/2022 Common Stock ( 4 ) 100,000 D
Stock Option (right to buy) $ 1.25 02/27/2013( 5 ) 03/07/2022 Common Stock ( 4 ) 16,667 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Harnett Samantha
2000 POWELL STREET
SUITE 300
EMERYVILLE, CA94608
Senior VP, GC & Secretary
Signatures
/s/ Karen B. Seto, attorney in fact 08/13/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares include 15,000 shares of restricted stock granted on December 6, 2012, which are scheduled to vest one year from the date of grant, in accordance with the terms of the related Restricted Stock Award Agreement.
( 2 )The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on or about March 13, 2013.
( 3 )One-fourth of the shares subject to the option vest and become exercisable on the Exercisable Date, and one forty-eighth of the shares vest and become exercisable on the first day of each calendar month thereafter.
( 4 )n/a
( 5 )The shares subject to the option are fully vested.
( 6 )One-fourth of the shares subject to the option shall vest and become exercisable on March 8, 2013, and one forty-eighth of the shares shall vest and become exercisable on the first day of each calendar month thereafter; provided, however, that the option will accelerate and vest in full if the Company's closing stock price on the NASDAQ Stock Market is equal to or greater than $5.00 per share for a period of 120 consecutive days.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.