Initial Statement of Beneficial Ownership (3)
February 26 2021 - 4:56PM
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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Daimler Susan |
2. Date of Event Requiring Statement (MM/DD/YYYY)
2/19/2021
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3. Issuer Name and Ticker or Trading Symbol
ZILLOW GROUP, INC. [Z AND ZG]
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(Last)
(First)
(Middle)
C/O ZILLOW GROUP, INC., 1301 SECOND AVEN, FLOOR 31 |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner ___X___ Officer (give title below) _____ Other (specify below) President of Zillow / |
(Street)
SEATTLE, WA 98101
(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 | 2000.0000 | 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 |
Stock Option (Right to Buy) | 1/1/2016 (1) | 1/7/2025 | Class A Common Stock | 4250.0000 | $30.7534 | D | |
Stock Option (Right to Buy) | 4/30/2017 (2) | 3/28/2026 | Class C Capital Stock | 45584.0000 | $22.4100 | D | |
Stock Option (Right to Buy) | 5/13/2020 (3) | 3/28/2026 | Class C Capital Stock | 17094.0000 | $22.4100 | D | |
Stock Option (Right to Buy) | 2/13/2019 (3) | 12/20/2028 | Class C Capital Stock | 13125.0000 | $29.0900 | D | |
Stock Option (Right to Buy) | 5/13/2020 (3) | 3/3/2027 | Class C Capital Stock | 30194.0000 | $35.1600 | D | |
Stock Option (Right to Buy) | 12/31/2017 (4) | 3/7/2027 | Class C Capital Stock | 20129.0000 | $35.1600 | D | |
Stock Option (Right to Buy) | 1/1/2016 (1) | 1/7/2025 | Class C Capital Stock | 5746.0000 | $35.4807 | D | |
Stock Option (Right to Buy) | 5/15/2019 (3) | 3/1/2029 | Class C Capital Stock | 84269.0000 | $40.3600 | D | |
Stock Option (Right to Buy) | 5/13/2020 (3) | 3/6/2030 | Class C Capital Stock | 150000.0000 | $49.3500 | D | |
Stock Option (Right to Buy) | 5/13/2020 (3) | 3/7/2028 | Class C Capital Stock | 33930.0000 | $53.9500 | D | |
Stock Option (Right to Buy) | 6/30/2019 (5) | 3/7/2028 | Class C Capital Stock | 22620.0000 | $53.9500 | D | |
Stock Option (Right to Buy) | 1/1/2016 (1) | 1/7/2025 | Class A Common Stock | 4250.0000 | $30.7534 | I | By Spouse |
Stock Option (Right to Buy) | 4/30/2017 (2) | 3/28/2026 | Class C Capital Stock | 29698.0000 | $22.4100 | I | By Spouse |
Stock Option (Right to Buy) | 2/13/2019 (3) | 12/20/2028 | Class C Capital Stock | 8438.0000 | $29.0900 | I | By Spouse |
Stock Option (Right to Buy) | 12/31/2017 (4) | 3/7/2027 | Class C Capital Stock | 13500.0000 | $35.1600 | I | By Spouse |
Stock Option (Right to Buy) | 1/1/2016 (1) | 1/7/2025 | Class C Capital Stock | 11576.0000 | $35.4807 | I | By Spouse |
Stock Option (Right to Buy) | 5/15/2019 (3) | 3/1/2029 | Class C Capital Stock | 8846.0000 | $40.3600 | I | By Spouse |
Stock Option (Right to Buy) | 5/13/2020 (3) | 3/6/2030 | Class C Capital Stock | 65625.0000 | $49.3500 | I | By Spouse |
Stock Option (Right to Buy) | 6/30/2019 (5) | 3/7/2028 | Class C Capital Stock | 15100.0000 | $53.9500 | I | By Spouse |
Explanation of Responses: |
(1) | Date at which first vesting occurs is indicated. 1/16th of the total number of shares originally subject to the option becomes vested at the 1st vesting date and an additional 1/192 shall vest each month thereafter over the next 3 years; an additional 1/16th of the total number of shares originally subject to the option becomes vested on the 1-year anniversary of the first vesting date and an additional 1/192 becomes vested each month thereafter over the next 3 years; an additional 1/16th of the total number of shares originally subject to the option becomes vested on the 2-year anniversary of the first vesting date and an additional 1/192 becomes vested each month thereafter over the next 3 years; and an additional 1/16th of the total number of shares originally subject to the option becomes vested on the 3-year anniversary of the first vesting date and an additional 1/192 becomes vested each month thereafter over the next 3 years until the option is fully vested. |
(2) | Date at which first vesting occurs is indicated. The number of shares reported became fully vested following management's approval that certain annual performance criteria applicable to the option were satisfied for 2016 and 2017. |
(3) | Date at which first vesting occurs is indicated. 1/16th of the total number of shares subject to the option become exercisable at the first vesting date and an additional 1/16th become exercisable on each issuer quarterly vesting date occurring thereafter until the option is fully vested. |
(4) | Date at which first vesting occurs is indicated. The number of shares reported became fully vested following management's approval that certain annual performance criteria applicable to the option were satisfied for 2017. |
(5) | Date at which first vesting occurs is indicated. The number of shares reported became fully vested following management's approval that certain annual performance criteria applicable to the option were satisfied for 2018. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Daimler Susan C/O ZILLOW GROUP, INC., 1301 SECOND AVEN FLOOR 31 SEATTLE, WA 98101 |
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| President of Zillow |
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Signatures
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Shannon Cartales, Attorney-in-Fact | | 2/26/2021 |
**Signature of Reporting Person | Date |
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