ZipRecruiter EVP Ryan Sakamoto Executes Sale of 3,547 Shares Under Pre-Set Rule 10b5-1 Plan

Details of Sakamoto's Insider Stock Sale

On July 24, 2026, Ryan T. Sakamoto, ZipRecruiter Inc.'s Executive Vice President and Chief Legal Officer, executed a planned sale of 3,547 shares of Class A Common Stock. The sale was completed through multiple transactions rather than a single block, with prices ranging between $3.86 and $4.00 per share during the trading session.

The weighted average price of $3.9138 per share reflects the aggregate value of all transactions on that date. Upon request from ZipRecruiter, shareholders, or the SEC, Sakamoto has committed to disclose the exact number of shares sold at each price point within the stated range, aligning with standard insider trading transparency requirements for senior executives.

Overview of Rule 10b5-1 Trading Plan

This sale was executed under a Rule 10b5-1 trading plan adopted by Sakamoto on December 11, 2025. SEC Rule 10b5-1(c) allows insiders like officers and directors to set predetermined contracts for buying or selling company securities, enabling trades even when in possession of material nonpublic information, provided the plan complies with regulatory criteria.

Adopting the Rule 10b5-1 plan roughly seven and a half months before the transaction reflects disciplined compliance and advance planning. This framework permits company insiders to systematically manage their portfolios while mitigating insider trading liability risks.

Sakamoto's Post-Sale Beneficial Ownership

Following the July 24, 2026 sale, Sakamoto's combined beneficial ownership of ZipRecruiter Class A Common Stock stands at 199,790 shares. This includes 122,090 shares held directly and 77,700 shares held indirectly via the Sakamoto Living Trust, established on January 5, 2015, where Sakamoto serves as trustee and beneficiary.

The indirect ownership through the trust is a common estate planning and asset management strategy among executives. Despite the recent sale, Sakamoto maintains a significant equity stake in ZipRecruiter.

Price Range and Execution of Transactions

The individual transactions were executed at prices between $3.86 and $4.00 per share, indicating intraday price fluctuations during the trading window. The weighted average price of $3.9138 per share falls within this band, showing that sales were distributed across various price points rather than concentrated at extremes.

The narrow $0.14 price spread suggests stable trading conditions for ZipRecruiter's Class A Common Stock during the transaction period. Disclosure of this price range offers investors transparency on the specific levels at which Sakamoto reduced his equity holdings.

Regulatory Filing and Compliance

The transaction was reported on July 27, 2026, in compliance with Section 16(a) of the Securities Exchange Act of 1934, which mandates timely disclosure of ownership changes by officers and directors. The Form 4 filing, authorized by Michael Johnson, Attorney-in-Fact, details both non-derivative and derivative securities transactions by Sakamoto.

This filing confirms Sakamoto's Section 16 reporting obligations as a ZipRecruiter officer, requiring disclosures within two business days of transactions. The standardized SEC filing format ensures transparency for investors and market participants regarding insider trading and ownership concentration.

Indirect Ownership via Sakamoto Living Trust

The 77,700 shares held through the Sakamoto Living Trust constitute a major part of Sakamoto's total beneficial ownership. Living trusts enable individuals to manage assets during their lifetime and facilitate estate planning. As both trustee and beneficiary, Sakamoto retains legal and beneficial control over these shares, which are included in his SEC-reported ownership.

Established on January 5, 2015, the trust predates Sakamoto's current ZipRecruiter role, indicating its use as part of broader personal financial planning. This indirect holding does not reduce his beneficial ownership status under SEC rules.

Transaction Value and Portfolio Impact

The sale of 3,547 shares at a weighted average price of $3.9138 generated approximately $13,885 in proceeds. The filing does not specify reasons for the sale, but the use of a Rule 10b5-1 plan indicates it was a pre-planned, systematic transaction rather than a reaction to corporate events.

This sale represents about a 1.8% reduction in Sakamoto's direct beneficial ownership, suggesting a modest portfolio adjustment instead of a significant divestment. The timing in late July 2026 coincides with typical quarterly reporting preparations, and the pre-established plan mitigates concerns about trading on material nonpublic information.

Investor Insights on Insider Transactions

Sakamoto's disclosed share sale offers investors insight into insider confidence and portfolio management within ZipRecruiter's leadership. Insider trades are often analyzed as indicators of management sentiment regarding company value and prospects.

The use of a Rule 10b5-1 plan signals systematic portfolio management rather than reactionary trading. Sakamoto’s substantial post-sale ownership of roughly 199,790 shares aligns his interests with shareholders, a factor often viewed positively in corporate governance. Investors may track future insider filings to assess management confidence and ownership trends.

Transparency and Reporting Standards

The comprehensive Form 4 filing meets federal securities law requirements for insider disclosures, including transaction prices, ownership details, and regulatory context. Such transparency ensures investors receive material information about insider trading and ownership concentration among company executives.

Authorized by Michael Johnson, Attorney-in-Fact, on July 27, 2026, the filing complied with the two-business-day reporting deadline. Detailed footnotes and explanations enhance understanding of the transactions and ownership structures, benefiting investors and market observers monitoring ZipRecruiter's insider trading activity.