Initial Statement of Beneficial Ownership (3)
May 02 2023 - 6:44PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Bartolome Lora |
2. Date of Event Requiring Statement (MM/DD/YYYY)
4/23/2023
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3. Issuer Name and Ticker or Trading Symbol
ZIPRECRUITER, INC. [ZIP]
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(Last)
(First)
(Middle)
C/O ZIPRECRUITER, INC., 604 ARIZONA AVENUE |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner ___X___ Officer (give title below) _____ Other (specify below) VP, Accounting & Controller / |
(Street)
SANTA MONICA, CA 90401
(City)
(State)
(Zip)
| 5. 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
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Class A Common Stock | 11692 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted Stock Units | (1) | (2) | Class B Common Stock (3) | 3938 | $0.00 (4) | D | |
Restricted Stock Units | (5) | (2) | Class B Common Stock (3) | 7875 | $0.00 (4) | D | |
Restricted Stock Units | (6) | (2) | Class A Common Stock | 14344 | $0.00 (7) | D | |
Restricted Stock Units | (8) | (2) | Class A Common Stock | 17188 | $0.00 (7) | D | |
Restricted Stock Units | (9) | (2) | Class A Common Stock | 23718 | $0.00 (7) | D | |
Explanation of Responses: |
(1) | The restricted stock units ("RSUs") vest in three substantially equal increments on each of June 15, 2023, September 15, 2023 and December 2023, subject to the Reporting Person's continued service to the Issuer on each vesting date. |
(2) | RSUs do not expire; they either vest or are canceled prior to vesting date. |
(3) | 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. |
(4) | Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement. |
(5) | The RSUs vest quarterly in six substantially equal increments beginning June 15, 2023, with the RSUs becoming fully vested on September 15, 2024, subject to the Reporting Person's continued service to the Issuer on each vesting date. |
(6) | The RSUs vest quarterly in nine substantially equal increments beginning June 15, 2023, with the RSUs becoming fully vested on June 15, 2025, subject to the Reporting Person's continued service to the Issuer on each vesting date. |
(7) | Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. |
(8) | The RSUs vest quarterly in 11 substantially equal increments beginning June 15, 2023, with the RSUs becoming fully vested on December 15, 2025, subject to the Reporting Person's continued service to the Issuer on each vesting date. |
(9) | The RSUs vest quarterly in 15 substantially equal increments beginning June 15, 2023, with the RSUs becoming fully vested on December 15, 2026, subject to the Reporting Person's continued service to the Issuer on each vesting date. |
Remarks: Exhibit 24 - Power of Attorney |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Bartolome Lora C/O ZIPRECRUITER, INC. 604 ARIZONA AVENUE SANTA MONICA, CA 90401 |
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| VP, Accounting & Controller |
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Signatures
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/s/ Ryan Sakamoto, Attorney-in-Fact for Reporting Person | | 5/2/2023 |
**Signature of Reporting Person | 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 5(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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