Atlassian, Zillow withhold RSUs

SEC filings for Atlassian and Zillow show a type of insider stock sale that often looks more dramatic in screening tools than it is in the underlying paperwork. In both cases, the reported transactions were tied to restricted stock units, or RSUs, vesting and the taxes due at settlement. The filings say the shares were sold or withheld to satisfy tax obligations, not as discretionary sales into the market. That distinction appears in the footnotes and transaction descriptions of the filings, which were posted through the SEC’s EDGAR system. ### Why did these sales show up as insider trades at all? Form 4 filings must report changes in beneficial ownership by directors and certain executives, including stock sold automatically to cover withholding taxes when equity awards vest. The SEC filing for Zillow CEO Jeremy Wacksman, accepted on May 15 with a transaction date of May 14, lists two sales of Class C shares under transaction code “S,” totaling 6,051 shares. The same filing identifies Wacksman as Zillow’s chief executive officer and a director. (sec.gov) Atlassian’s filing for Gene Liu, filed on May 20, 2025, reported 803 shares sold in connection with RSU vesting, according to the SEC submission and a filing summary that cites tax withholding obligations. The filing was for a Form 4 reporting a May 19, 2025 transaction. ### What exactly did Zillow say about Jeremy Wacksman’s transaction? Zillow’s Form 144 and Form 4 both describe the May 14, 2026 transaction as tax-related. (sec.gov) The Form 144 says 6,051 shares were sold for about $229,469 and states, “Shares sold to cover tax obligation from settlement of vested Restricted Stock Units.” The Form 4 breaks that total into 5,751 shares sold at $37.8826 each and 300 shares sold at $38.6883 each, leaving Wacksman with 162,771 directly held Class C shares after the transaction. (sec.gov) The Zillow filing matters because many headline services reduce the disclosure to “CEO sold shares,” while the underlying SEC forms give the reason. In this case, the forms tie the sale to equity compensation settling on the vesting date. ### What do the Atlassian documents show? Atlassian’s May 2025 Form 4 for Gene Liu was filed with the SEC under accession number 0001562180-25-004053. The SEC index page shows the filing date as May 20, 2025 and the period of report as May 19, 2025. (sec.gov) A related filing summary says the reported sale represented shares sold to cover tax withholding obligations connected to the vesting and settlement of RSUs. Atlassian’s investor-relations filings page also lists Form 4 filings for insiders, including ownership-change reports in 2026 and earlier periods. That filing trail is where investors can distinguish between open-market sales, option exercises and tax-withholding transactions. ### Why do companies and executives use sell-to-cover or withholding? RSUs generally deliver shares when they vest, and the employee owes payroll and income taxes on the value delivered at that point. (sec.gov) Companies can satisfy that obligation by withholding a portion of the shares before delivery or by arranging a same-day sale of enough shares to fund the taxes. SEC filings then record the share reduction even when the executive did not make a separate investment decision to trim the position. (investors.atlassian.com) The mechanics vary by company plan and award agreement, but the result in public filings is similar: a reported disposition tied to vesting. For readers scanning insider-trading alerts, the footnotes and remarks section usually show whether a transaction was discretionary or tax-driven. ### Where can investors verify the next filings? The SEC’s EDGAR database posts Form 4 filings, often within two business days of the transaction date, and company investor-relations pages keep parallel filing lists for Atlassian and Zillow. (sec.gov) Zillow’s investor site already lists its May 6, 2026 quarterly report and other recent filings, while Atlassian’s filings page lists ownership reports including Form 4 submissions. Those are the primary places to check for the next insider disclosure from Jeremy Wacksman, Gene Liu or other executives. (sec.gov) (investors.zillowgroup.com)