Citigroup Global Markets Inc. New York, NY 10013Call Option Transaction • December 12th, 2016 • Zillow Group, Inc. • Services-business services, nec • New York
Contract Type FiledDecember 12th, 2016 Company Industry JurisdictionThe purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Citigroup Global Markets Inc. (“Dealer”) and Zillow Group, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
December 6, 2016Base Call Option Transaction • December 12th, 2016 • Zillow Group, Inc. • Services-business services, nec • New York
Contract Type FiledDecember 12th, 2016 Company Industry JurisdictionThe purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Bank of America, N.A. (“Dealer”) and Zillow Group, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
Attention: Telephone No.: Email: Kathleen Philips ### ###Base Call Option Transaction • December 12th, 2016 • Zillow Group, Inc. • Services-business services, nec • New York
Contract Type FiledDecember 12th, 2016 Company Industry JurisdictionThe purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Goldman, Sachs & Co. (“Dealer”) and Zillow Group, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
December 8, 2016Call Option Transaction • December 12th, 2016 • Zillow Group, Inc. • Services-business services, nec • New York
Contract Type FiledDecember 12th, 2016 Company Industry JurisdictionThe purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Bank of America, N.A. (“Dealer”) and Zillow Group, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
ZILLOW GROUP, INC. AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee INDENTURE Dated as of December 12, 2016 2.00% Convertible Senior Notes due 2021Indenture • December 12th, 2016 • Zillow Group, Inc. • Services-business services, nec • New York
Contract Type FiledDecember 12th, 2016 Company Industry JurisdictionINDENTURE dated as of December 12, 2016 between Zillow Group, Inc., a Washington corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).