Form 8-K

8-K — ZILLOW GROUP, INC.

Accession: 0001617640-26-000056

Filed: 2026-08-24

Period: 2026-08-22

CIK: 0001617640

SIC: 7389 (SERVICES-BUSINESS SERVICES, NEC)

Item: Regulation FD Disclosure

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — z-20260822.htm (Primary)

EX-99.1 (exhibit991.htm)

GRAPHIC (exhibit991001.jpg)

GRAPHIC (exhibit991002.jpg)

GRAPHIC (exhibit991003.jpg)

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8-K

8-K (Primary)

Filename: z-20260822.htm · Sequence: 1

z-20260822

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): August 22, 2026

ZILLOW GROUP, INC.

(Exact name of registrant as specified in its charter)

Washington 001-36853 47-1645716

(State or other jurisdiction

of incorporation) (Commission

File Number) (I.R.S. Employer

Identification No.)

1301 Second Avenue, Floor 36, Seattle, Washington

98101

(Address of principal executive offices) (Zip Code)

(206) 470-7000

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Class A Common Stock, par value $0.0001 per share ZG The Nasdaq Global Select Market

Class C Capital Stock, par value $0.0001 per share Z The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01

Regulation FD Disclosure.

Zillow Group, Inc. (the “Company” or “Zillow”) today issued a press release relating to the matters described in Item 8.01 of this Current Report on Form 8-K. A copy of the press release is furnished as Exhibit 99.1 hereto.

In connection with these matters, the Company is reaffirming its third quarter, fourth quarter and full year 2026 financial outlook previously provided in its Shareholder Letter furnished as Exhibit 99.2 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 5, 2026.

The information in this Item 7.01 and Exhibit 99.1 of this Current Report on Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 8.01

Other Events.

On August 22, 2026, Zillow and Redfin Corporation (“Redfin”) entered into a stipulated final order for equitable relief (“Order”) with the Federal Trade Commission (the “FTC”) and the Attorneys General of the Commonwealth of Virginia and the States of Arizona, Connecticut, New York, and Washington (collectively, the “States”) that fully resolves the FTC’s and States’ previously disclosed antitrust litigation related to the partnership between Zillow and Redfin. The Order, which contains no admission of liability or wrongdoing by Zillow, will be filed today in the United States District Court for the Eastern District of Virginia and is subject to entry by the court.

Under the terms of the Order, the partnership between Zillow and Redfin will continue and the syndication of multifamily rental listings from Zillow to Redfin will remain intact through at least June 30, 2030, as provided in the existing agreement. Pursuant to the Order, the parties’ agreement was amended to, among other things, allow Zillow and Redfin to offer standalone multifamily advertising products in addition to the existing partnership. Zillow and Redfin will also pay the States an immaterial amount for reasonable fees and costs related to the litigation.

Forward-Looking Statements

This Current Report on Form 8-K contains “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Actual results may differ materially from those indicated by such forward-looking statements as a result of various factors, including those discussed in the “Risk Factors” section of Zillow Group’s most recent Annual Report on Form 10-K and in Zillow Group’s other filings with the SEC. The forward-looking statements contained in this Current Report on Form 8-K speak only as of the date hereof, and Zillow Group specifically disclaims any obligation to update these forward-looking statements, whether as a result of new information, future events or otherwise.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Number Description

99.1

Press release dated August 24, 2026 entitled “ Zillow Resolves Federal Trade Commission Lawsuit, Reaffirming Partnership with Redfin and Expanding Access to Even More Housing Options for Renters” issued by Zillow Group, Inc. on August 24, 2026.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

Dated: August 24, 2026

ZILLOW GROUP, INC.

By:

/s/ JENNIFER ROCK

Name: Jennifer Rock

Title: Chief Accounting Officer

EX-99.1

Filename: exhibit991.htm · Sequence: 2

exhibit991

Media contact: Ellie Russell press@zillow.com Zillow Resolves Federal Trade Commission Lawsuit, Reaffirming Partnership with Redfin and Expanding Access to Even More Housing Options for Renters Syndication partnership with Redfin continues; both companies to also offer standalone options, improving choice, affordability and access SEATTLE, Aug. 24, 2026 — Zillow Group today announced a resolution with the Federal Trade Commission (FTC) and five states regarding its multifamily rental listings syndication agreement with Redfin. Zillow has consistently maintained the partnership with Redfin is pro-consumer and procompetitive, and we’re pleased to have found a resolution that enables its continuation. The partnership will continue, and the listings syndication will remain intact across Zillow, Trulia, HotPads, Rent.com, ApartmentGuide and Redfin. In 2027, Zillow and Redfin will offer standalone multifamily advertising products in addition to the existing partnership — giving housing providers even more flexibility in how they work with Zillow. "This resolution is a win for renters and multifamily housing providers," said Michael Sherman, general manager and SVP of Zillow Rentals. "Our syndication partnership with Redfin has already expanded access to multifamily listings across multiple platforms, bringing more leads and leases to property managers and more options to renters. Now, with the ability to offer more multifamily advertising solutions in addition to the existing partnership, we can do even more to support the marketplace. The data shows the pro- consumer and procompetitive benefits of this partnership. This positive resolution enables us to keep our energy on innovating for renters and property managers, and ultimately making renting easier, more affordable and better for everyone." Since the combined syndication partnership launched: • Renters across the country have more options. Multifamily properties on Redfin's websites nearly quadrupled, and multifamily properties on Zillow's websites grew almost 40%. • Housing providers are getting more for their investment. Through this partnership, properties that were previously listed on only Zillow or Redfin have seen an increase in leads, reflecting the benefit of reaching new audiences. This means Exhibit 99.1

renters are getting access to more inventory in more places and housing providers in the category are filling vacancies faster and at lower customer acquisition costs. Zillow is building a simpler, more affordable rental marketplace — one where renters can find more homes with less hassle, and housing providers can list once and reach more people. Through syndication partnerships, universal rental applications, upfront cost and fee transparency, and credit-building tools for renters, Zillow continues to invest in reducing friction at every step of the rental journey. About Zillow Group: Zillow Group, Inc. (Nasdaq: Z and ZG) is reimagining real estate to make home a reality for more and more people. As the most visited real estate app and website in the United States, Zillow connects hundreds of millions of consumers with innovative technology, trusted agents and loan officers, and seamless digital solutions. With industry-leading tools and resources, Zillow supercharges real estate professionals so they can grow their businesses and deliver exceptional client experiences. For renters and housing providers, Zillow offers not only a robust marketplace but a set of end-to-end products and services to streamline applications, leases, payments and more. Zillow’s ecosystem spans the entire home journey — from dreaming and shopping to renting, buying, selling and financing. Zillow Group’s affiliates, subsidiaries and brands include Zillow®, Zillow Premier Agent®, Zillow Home Loans®, Zillow Rentals®, Zillow® New Construction, Trulia®, StreetEasy®, Out East®, HotPads®, Follow Up Boss®, ShowingTime®, dotloop® and Zillow® Closing. All marks herein are owned by MFTB Holdco, Inc., a Zillow affiliate. Zillow Home Loans, LLC is an Equal Housing Lender, NMLS #10287 (www.nmlsconsumeraccess.org). © 2026 MFTB Holdco, Inc., a Zillow affiliate. Forward-Looking Statements: This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that involve risks and uncertainties, including, without limitation, statements regarding our future targets and opportunities, the future performance and operation of our business, our business strategies and ability to translate such strategies into financial performance, and the health of, and our impact on, the residential real estate industry. Differences in Zillow

Group’s actual results from those described in these forward-looking statements may result from actions taken by Zillow Group as well as from risks and uncertainties beyond Zillow Group’s control. For more information about potential factors that could affect Zillow Group’s business and financial results, please review the “Risk Factors” described in Zillow Group’s filings with the Securities and Exchange Commission. (ZFIN)

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