Sec Form 4 Filing - Liaw Eric @ ZIPRECRUITER, INC. - 2023-06-15

Insider filing report for Changes in Beneficial Ownership
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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
Liaw Eric
2. Issuer Name and Ticker or Trading Symbol
ZIPRECRUITER, INC. [ ZIP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O ZIPRECRUITER, INC., 604 ARIZONA AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
06/15/2023
(Street)
SANTA MONICA, CA90401
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
Class A Common Stock 06/15/2023 J( 1 ) 8,495 D 0 D
Class A Common Stock 06/15/2023 J( 1 ) 4,248 A 4,248 I By Institutional Venture Management XIV, LLC ( 2 )
Class A Common Stock 06/15/2023 J( 1 ) 4,247 A 4,247 I By Institutional Venture Management XV, LLC ( 3 )
Class A Common Stock 1,784,475 I By Institutional Venture Partners XV,L.P. ( 4 )
Class A Common Stock 9,495 I By Institutional Venture Partners XV Executive Fund, L.P. ( 5 )
Class A Common Stock 1,675 I By Trust ( 6 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Liaw Eric
C/O ZIPRECRUITER, INC.
604 ARIZONA AVENUE
SANTA MONICA, CA90401
X
Signatures
/s/ Tracy Hogan, as Attorney-in-Fact for Eric Liaw 06/16/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the transfer of shares received by the Reporting Person upon the settlement of restricted stock units ("RSUs") that the Reporting Person received pursuant to the Issuer's non-employee director compensation policy. Pursuant to a series of Director Compensation Assignment Agreements, the Reporting Person has agreed to assign the beneficial interest in any equity awards granted to him for his service as director of the Issuer to Institutional Venture Management XIV,LLC ("IVM XIV") and Institutional Venture Management XV, LLC ("IVM XV").
( 2 )Represents securities held by IVM XIV. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, if any.
( 3 )Represents securities held by IVM XV. The Reporting Person is a managing director of IVM XV and shares voting and dispositive power over the shares held by IVM XV. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
( 4 )Represents securities held by Institutional Venture Partners XV, L.P. ("IVP XV"). IVM XV is the general partner of IVP XV. The Reporting Person is a managing director of IVM XV and shares voting and dispositive power over the shares held by IVP XV. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
( 5 )Represents securities held by Institutional Venture Partners XV Executive Fund, L.P. ("IVP XV Executive Fund"). IVM XV is the general partner of IVP XV Executive Fund. The Reporting Person is a managing director of IVM XV and shares voting and dispositive power over the shares held by IVP XV Executive Fund. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
( 6 )Represents securities held by a family trust, of which the Reporting Person is the trustee.

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