Taki Layth Form 3 ZIFF DAVIS / Layth Taki ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Taki Layth

(Last) (First) (Middle)

114 5TH AVE

FLOOR 14 & 15

(Street)

NEW YORK NY 10011

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/05/2023

3. Issuer Name and Ticker or Trading Symbol
ZIFF DAVIS, INC. [ ZD ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Accounting Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	(1)	Common Stock, $0.01 par value	10,918	0	D
Restricted Stock Units	(1)	(1)	Common Stock, $0.01 par value	4,300	0	D
Restricted Stock Units	(2)	(2)	Common Stock, $0.01 par value	4,820	0	D
Performance Stock Unit	(3)	(3)	Common Stock, $0.01 par value	4,821	0	D

Explanation of Responses:

1. Reflects an RSU grant under the issuer's 2015 Stock Plan granted on 09/27/2022. The RSU vests over 4 years, with 25% vesting one year from grant date and annually thereafter over 3 years.

2. Reflects an RSU grant under the issuer's 2015 Stock Plan granted on 03/08/2023. The RSU vests over 4 years, with 25% vesting one year from grant date and annually thereafter over 3 years.

3. Reflects a PSU grant under the issuer's 2015 Stock Plan granted on 03/08/2023. Shares become eligible to vest after one year from grant date based on market value, as determined by the Compensation Committee of the Board of Directors of Ziff Davis, Inc.

Remarks:

	/s/ Jeremy Rossen, as Attorney-in-fact	05/10/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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