Filing Details
- Accession Number:
- 0001209191-15-015002
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2015-02-17 21:53:15
- Reporting Period:
- 2015-02-17
- Filing Date:
- 2015-02-17
- Accepted Time:
- 2015-02-17 21:53:15
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1334814 | Zillow Inc | Z | Services-Business Services, Nec (7389) | 202000033 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1524315 | Amy Bohutinsky | C/O Zillow, Inc., 1301 Second Avenue, Floor 31 Seattle WA 98101 | Chief Marketing Officer | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Acquisiton | 2015-01-17 | 1,770 | $3.24 | 1,770 | No | 4 | M | Direct | |
| Class A Common Stock | Acquisiton | 2015-01-17 | 1,632 | $3.58 | 3,042 | No | 4 | M | Direct | |
| Class A Common Stock | Acquisiton | 2015-01-17 | 265 | $3.89 | 3,667 | No | 4 | M | Direct | |
| Class A Common Stock | Disposition | 2015-01-17 | 3,667 | $110.96 | 0 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Class A Common Stock | Stock Option (right to buy) | Disposition | 2015-02-17 | 1,770 | $0.00 | 1,770 | $3.24 |
| Class A Common Stock | Stock Option (right to buy) | Disposition | 2015-02-17 | 1,632 | $0.00 | 0 | $3.58 |
| Class A Common Stock | Stock Option (right to buy) | Disposition | 2015-02-17 | 265 | $0.00 | 3,619 | $3.89 |
| Class A Common Stock | Stock Option (right to buy) | Disposition | 2015-02-17 | 3,619 | $0.00 | 3,619 | $3.89 |
| Class A Common Stock | Stock Option (right to buy) | Disposition | 2015-02-17 | 2,664 | $0.00 | 2,664 | $3.52 |
| Class A Common Stock | Stock Option (right to buy) | Disposition | 2015-02-17 | 18,000 | $0.00 | 18,000 | $30.46 |
| Class A Common Stock | Stock Option (right to buy) | Disposition | 2015-02-17 | 43,000 | $0.00 | 43,000 | $36.36 |
| Class A Common Stock | Stock Option (right to buy) | Disposition | 2015-02-17 | 27,783 | $0.00 | 27,783 | $82.05 |
| Class A Common Stock | Stock Option (right to buy) | Disposition | 2015-02-17 | 30,000 | $0.00 | 30,000 | $101.72 |
| Class A Common Stock | Stock Option (right to buy) | Disposition | 2015-02-17 | 50,000 | $0.00 | 50,000 | $101.72 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | 2011-09-15 | 2017-09-15 | No | 4 | M | Direct |
| 0 | 2011-03-12 | 2017-03-12 | No | 4 | M | Direct |
| 3,619 | 2012-03-01 | 2018-03-01 | No | 4 | M | Direct |
| 0 | 2012-03-01 | 2018-03-01 | No | 4 | D | Direct |
| 0 | 2010-02-12 | 2016-02-12 | No | 4 | D | Direct |
| 0 | 2013-03-01 | 2019-02-02 | No | 4 | D | Direct |
| 0 | 2014-02-01 | 2020-01-24 | No | 4 | D | Direct |
| 0 | 2015-02-01 | 2021-01-02 | No | 4 | D | Direct |
| 0 | 2016-01-01 | 2022-01-07 | No | 4 | D | Direct |
| 0 | 2016-01-01 | 2025-01-07 | No | 4 | D | Direct |
Footnotes
- The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 16, 2014.
- Derivative securities of Zillow, Inc. ("Issuer") were disposed of pursuant to the transactions contemplated by the Agreement and Plan of Merger among Issuer, Zillow Group, Inc., f/k/a Zebra Holdco, Inc. ("HoldCo"), and Trulia, Inc., dated as of July 28, 2014 (the "Merger Agreement"). Upon closing of the transactions contemplated by the Merger Agreement (the "Effective Time"), Issuer became a wholly owned subsidiary of HoldCo, and each share of Class A Common Stock of Issuer was converted into one share of Class A Common Stock of HoldCo. Derivative securities relating to the Class A Common Stock of Issuer were assumed by HoldCo and converted into derivative securities relating to an equal number of shares of Class A Common Stock of HoldCo on otherwise the same terms and conditions (including the vesting schedule and exercise price) that applied to such derivative securities immediately prior to the Effective Time.
- Date at which first vesting occurs is indicated. 1/4th of the total number of shares originally subject to the option becomes exercisable at the first vesting date and an additional 1/48th becomes exercisable each month thereafter until the option is fully vested.
- The option's exercisability is subject to shareholder approval of a share increase under the Issuer's Amended and Restated 2011 Incentive Plan assumed by HoldCo.
- 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 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 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.
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