0001209191-21-036691

4

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FORM 4 - cloudfront.net

(Last). (First). (Middle). 604 ARIZONA AVE. 3. Date of Earliest Transaction (MM/​DD/YYYY). 5/26/2021. (Street). SANTA MONICA, CA 90401. (City). (State). (Zip).

PDF fc9e3348-e8da-4e60-953f-f0dde7d9780a
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 OF SECURITIES

OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person *

POULOS WARD

(Last)

(First)

(Middle)

604 ARIZONA AVE
(Street)

SANTA MONICA, CA 90401

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ZIPRECRUITER, INC. [ ZIP ]
3. Date of Earliest Transaction (MM/DD/YYYY)

5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director

__X__ 10% Owner

_____ Officer (give title below) _____ Other (specify below)

5/26/2021

4. If Amendment, Date Original Filed (MM/DD/YYYY) 6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

1.Title of Security (Instr. 3)
Class A Common Stock Class A Common Stock Class A Common Stock Class A Common Stock Class A Common Stock Class A Common Stock
Class A Common Stock
Class A Common Stock
Class A Common Stock

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

2. Trans. Date 2A. Deemed 3. Trans. Code Execution (Instr. 8) Date, if any

4. Securities Acquired (A) or 5. Amount of Securities Beneficially Owned

Disposed of (D)

Following Reported Transaction(s)

(Instr. 3, 4 and 5)

(Instr. 3 and 4)

Code

(A) or V Amount (D) Price

5/26/2021

S

20800 D $20.00

0

5/26/2021

S

20800 D $20.00

0

5/26/2021

S

20800 D $20.00

0

5/26/2021

S

20800 D $20.00

0

5/26/2021

S

20800 D $20.00

0

5/26/2021

S

20800 D $20.00

0

5/26/2021

S

250000 D $20.00

3883751

5/26/2021

S

375000 D $21.21 (2)

3508751

5/26/2021

S

250000 D $20.00

3883750

6.

7. Nature

Ownership of Indirect

Form: Beneficial

Direct (D) Ownership

or Indirect (Instr. 4)

(I) (Instr.

4)

By

Christina

I

Louise

Poulos

Roach (1)

By Diana

I

R

Poulos (1)

By Jamie

I

Bassett (1)

By

Marilyn

I

Bassett-

Lance (1)

By

I

Stephen

Bassett (1)

By Sue E

I

Poulos (1)

By The Whittier Trust Company of Nevada, I Inc., Trustee of the SSP Trust No. 1 dated July 11, 2017

By The Whittier Trust Company of Nevada, I Inc., Trustee of the SSP Trust No. 1 dated July 11, 2017

By The Whittier Trust Company of Nevada, I Inc., Trustee of the WAP

1.Title of Security (Instr. 3)
Class A Common Stock Class A Common Stock Class A Common Stock Class A Common Stock
Class A Common Stock

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

2. Trans. Date 2A. Deemed 3. Trans. Code Execution (Instr. 8) Date, if any

4. Securities Acquired (A) or 5. Amount of Securities Beneficially Owned

Disposed of (D)

Following Reported Transaction(s)

(Instr. 3, 4 and 5)

(Instr. 3 and 4)

Code

(A) or V Amount (D) Price

5/26/2021
5/26/2021 5/26/2021

S

375000 D $21.21 (2)

3508750

C(3)

20800 A

(4)

S

20800 D $20.00

20800 0

1278553

1278553

6.

7. Nature

Ownership of Indirect

Form: Beneficial

Direct (D) Ownership

or Indirect (Instr. 4)

(I) (Instr.

4)

Trust No. 1 dated July 11, 2017

By The Whittier Trust Company of Nevada, I Inc., Trustee of the WAP Trust No. 1 dated July 11, 2017

By Ward

I

E

Poulos (1)

By Ward

I

E

Poulos (1)

The

Whittier

Trust

Company

of

Nevada,

I

Inc.,

Trustee of

the SSP

Trust No.

2 dated

July 11,

2017 (1)

The

Whittier

Trust

Company

of

Nevada,

I

Inc.,

Trustee of

the WAP

Trust No.

2 dated

July 11,

2017 (1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivate 2.

Security

Conversion

(Instr. 3)

or Exercise

Price of

Derivative

Security

Class B Common

(4)

Stock

3. Trans. Date
5/26/2021

3A. Deemed 4. Trans. Execution Code Date, if any (Instr. 8)

5. Number of

6. Date Exercisable and 7. Title and Amount of

Derivative Securities Expiration Date

Securities Underlying

Acquired (A) or

Derivative Security

Disposed of (D)

(Instr. 3 and 4)

(Instr. 3, 4 and 5)

Code V (A)

Date Exercisable

Expiration Date

Title

(D)

Amount or Number of Shares

C (3)

Class A

20800

(4)

(4)

Common

20800

Stock

8. Price of 9. Number of 10.

11. Nature

Derivative derivative Ownership of Indirect

Security Securities Form of Beneficial

(Instr. 5) Beneficially Derivative Ownership

Owned

Security: (Instr. 4)

Following Direct (D)

Reported

or Indirect

Transaction(s) (I) (Instr.

(Instr. 4)

4)

(4)

0

By Ward

I

E.

Poulos (1)

Explanation of Responses: (1) The Reporting Person has voting, but not dispositive, power over such shares and disclaims beneficial ownership of such shares. (2) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.00 to $21.62 per
share, inclusive. 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 in this footnote. (3) Represents the conversion of Class B Common Stock held of record by the Reporting Person into Class A Common Stock. (4) Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.

Reporting Owners

Reporting Owner Name / Address

Relationships

Director 10% Owner Officer Other

POULOS WARD

604 ARIZONA AVE

X

SANTA MONICA, CA 90401

Signatures /s/ Ryan Sakamoto, as Attorney-in-Fact for Reporting Person
**Signature of Reporting Person

5/28/2021
Date

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 control number.


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