Zillow Will Pay $212.5 Million To End Shareholder Class Action Over 2021 Stock Purchases

Insurance is expected to cover about $48 million of the cash payment, which still needs court approval, and derivative suits remain pending.

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Zillow Will Pay $212.5 Million To End Shareholder Class Action Over 2021 Stock Purchases

Zillow Group, which runs the Zillow, Trulia and StreetEasy home-search sites, agreed Tuesday to pay $212.5 million in cash to settle a shareholder class action over its stock, an 8-K filed Wednesday shows. The agreement admits no liability or wrongdoing by any defendant and still needs court approval.

Who gets paid, and from where

The deal resolves Jaeger v. Zillow Group, a consolidated securities suit in federal court in Washington state's Western District. It covers anyone who bought or otherwise acquired Zillow Class A common stock or Class C capital stock from August 5, 2021, through November 2, 2021, inclusive, and was allegedly damaged, subject to certain exclusions.

Zillow has agreed to pay or arrange the money into an escrow fund within 20 business days after the court preliminarily approves the settlement. About $48 million of it is expected to come from insurance proceeds.

The fund pays for class notice and administration, court-approved attorneys' fees and expenses, and cash payments to eligible class members.

Releases, exits and loose ends

Once the settlement takes effect, class members who have not validly opted out are bound by it and release Zillow, the other defendants and certain related parties from claims that arise from or relate to the case's allegations or to stock purchases in the class period.

The settlement does not touch related shareholder derivative actions, which are suits brought on the company's behalf, and all of them remain pending. The defendants can also terminate the deal if opt-out requests reach a confidential threshold of purchased shares set in a separate agreement between the parties.

The approval path

The plaintiff will file the agreement publicly with the court when it moves for preliminary approval. If the court grants it, class members will get notice and a chance to object or opt out, and the court will hold a fairness hearing on final approval.

Distributions follow a court-approved plan of allocation only after the settlement becomes effective. Zillow also intends to file the agreement as an exhibit to its annual report for the year ending December 31, 2026.

Zillow earns its money from advertising and software sold to real estate agents and rental managers, and from mortgages originated by its Zillow Home Loans unit.

Zillow's payment clock starts only when the court gives preliminary approval, and the 20-business-day window runs from that ruling.

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