z-20260331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________________________________________________

FORM 10-Q

_____________________________________________________


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 001-36853

_____________________________________________________

ZILLOW GROUP, INC.

(Exact name of registrant as specified in its charter)

_____________________________________________________


Washington						47-1645716
(State or other jurisdiction of						(I.R.S. Employer
incorporation or organization)						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)

_____________________________________________________

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 (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of April 29, 2026, 42,360,248 shares of Class A common stock, 6,217,447 shares of Class B common stock and 180,224,115 shares of Class C capital stock were outstanding.

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ZILLOW GROUP, INC.

Quarterly Report on Form 10-Q

For the Three Months Ended March 31, 2026

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		Page
PART I – FINANCIAL INFORMATION

	Glossary of Terms	1
Item 1.	Financial Statements (unaudited)	4
	Condensed Consolidated Balance Sheets	4
	Condensed Consolidated Statements of Operations	5
	Condensed Consolidated Statements of Comprehensive Income	6
	Condensed Consolidated Statements of Shareholders’ Equity	7
	Condensed Consolidated Statements of Cash Flows	8
	Notes to Condensed Consolidated Financial Statements	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	35
Item 4.	Controls and Procedures	37

PART II – OTHER INFORMATION

Item 1.	Legal Proceedings	38
Item 1A.	Risk Factors	39
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	40
Item 5.	Other Information	41
Item 6.	Exhibits	42

	Signatures	43

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GLOSSARY OF TERMS

As used in this Quarterly Report on Form 10-Q, the terms identified below have the meanings specified below unless otherwise noted or the context indicates otherwise:


Abbreviation, Acronym or Common Term						Definition
Zillow Group, “the Company,” “we,” “us” and “our”						Refers to Zillow Group, Inc., unless the context indicates otherwise as used in this Quarterly Report on Form 10-Q
2025 Notes						2.75% Convertible Senior Notes fully settled in May 2025
Board						Board of Directors of Zillow Group, Inc.
Exchange Act						Securities Exchange Act of 1934, as amended
FASB						Financial Accounting Standards Board
GAAP						Generally accepted accounting principles in the United States
IRLC						Interest rate lock commitment
Lenders						JPMorgan Chase Bank, N.A., UBS AG, Bank of Montreal, and Bank of Nova Scotia
MBS						Mortgage-backed security
MLS						Multiple Listing Service
NAR						National Association of REALTORS®
Repurchase Authorizations						A series of authorizations by the Board to repurchase Class A common stock, Class C capital stock, convertible senior notes, or a combination thereof
Revolving Credit Facility						The Company’s $500 million revolving credit facility with a maturity date of January 30, 2031, pursuant to a credit agreement dated as of January 30, 2026
SEC						United States Securities and Exchange Commission
SOFR						Secured Overnight Financing Rate
TTV						Total Transaction Value for the residential real estate industry

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NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q, including Part I, Item 2 (Management’s Discussion and Analysis of Financial Condition and Results of Operations), contains forward-looking statements based on our management’s beliefs and assumptions and on information currently available to our management. Forward-looking statements include all statements that are not historical facts and generally may be identified by terms such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “could,” “would,” “project,” “plan,” “expect,” “potential,” “might” or the negative or plural of these words or similar expressions.

These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those risks, uncertainties and assumptions described in Part I, Item 1A (Risk Factors) in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, including, but not limited to risks related to:

•the health and stability of the economy and United States residential real estate industry, including changes in inflationary conditions, interest rates, housing availability and affordability, labor shortages and supply chain issues;

•our ability to manage advertising, product inventory and pricing, and to maintain relationships with our real estate partners;

•our ability to establish or maintain relationships with listing and data providers, which affects traffic to our mobile apps and websites; or changes to our rights to use or timely access listing data, or to the quality or quantity of such listing data;

•our ability to comply with current and future rules and requirements promulgated by NAR, MLSs, or other real estate industry groups or governing bodies, or decisions to repeal, amend or not enforce such rules and requirements;

•our ability to navigate industry changes, including as a result of past, pending or future lawsuits, settlements or government investigations, which may include lawsuits, settlements or investigations in which we are not a named party;

•uncertainties related to policy changes, enforcement priorities, or government shutdowns at the federal and state levels;

•our ability to continue to innovate and compete to attract customers and real estate partners;

•our ability to effectively invest resources to pursue new strategies, develop new products and services and expand existing products and services into new markets;

•our ability to operate and grow Zillow Home Loans’ mortgage operations, including the ability to obtain or maintain sufficient financing to fund the origination of mortgages, meet customers’ financing needs with product offerings, continue to grow origination operations and resell originated mortgages on the secondary market;

•the duration and impact of natural disasters, climate change, geopolitical events, and other catastrophic events (including public health crises) on our ability to operate, demand for our products or services, or general economic conditions;

•our public statements, disclosures, targets, and product features related to sustainability matters;

•our ability to maintain adequate security controls or technology systems, or those of third parties on which we rely, to protect data integrity and the information and privacy of our customers and other third parties;

•our ability to navigate any significant disruption in service on our mobile apps or websites or in our network;

•the impact of past, pending or future litigation and other disputes or enforcement actions, which may include lawsuits or investigations to which we are not a party;

•our ability to attract, engage, and retain a highly skilled workforce;

•mergers, acquisitions, investments, strategic partnerships, capital-raising activities, or other corporate transactions or commitments by us or our competitors;

•our ability to continue relying on third-party services to support critical functions of our business;

•our ability to protect and continue using our intellectual property and prevent others from copying, infringing upon, or developing similar intellectual property, including as a result of artificial intelligence;

•our ability to comply with domestic and international laws, regulations, rules, contractual obligations, policies and other obligations, or to obtain or maintain required licenses to support our business and operations;

•our ability to pay our debt or to raise additional capital or refinance our indebtedness on acceptable terms, or at all;

•actual or anticipated fluctuations in quarterly and annual results of operations and financial position;

•actual or perceived inaccuracies in the assumptions, estimates and internal or third-party data that we use to calculate business, performance and operating metrics; and

•volatility of our Class A common stock and Class C capital stock prices.

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Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the effect of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this report may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements.

You should not rely on forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that the future results, levels of activity, performance or events and circumstances reflected in the forward-looking statements will be achieved or occur. Moreover, except as required by law, neither we nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements, and we undertake no obligation to update publicly any forward-looking statements for any reason after the date of this report to conform these statements to actual results or to changes in our expectations.

In addition, statements such as “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based on information available to us as of the date of this Quarterly Report on Form 10-Q. While we believe that such information provides a reasonable basis for these statements, that information may be limited or incomplete. Our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all relevant information. These statements are inherently uncertain, and investors are cautioned not to unduly rely on these statements.

NOTE REGARDING INDUSTRY AND MARKET DATA

This Quarterly Report on Form 10-Q contains market and industry data that are based on our own internal estimates and research, as well as independent industry publications, trade or business organizations and other statistical information from third parties. Third-party information generally states that the information contained therein has been obtained from sources believed to be reliable. We have not independently verified any of the data from third-party sources nor have we validated the underlying economic assumptions relied on therein. The content of, or accessibility through, these market and industry data sources, except to the extent specifically set forth in this Quarterly Report on Form 10-Q, does not constitute a portion of this report and are not incorporated herein, and any sources are an inactive textual reference only.

WHERE YOU CAN FIND MORE INFORMATION

Our filings with the SEC, including our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports, are available on the “Investors” section of our website at https://investors.zillowgroup.com, free of charge, as soon as reasonably practicable after the electronic filing of these reports with the SEC. The information contained on our website is not a part of this Quarterly Report on Form 10-Q or any other document we file with the SEC.

Investors and others should note that Zillow Group announces material financial information to its investors using its press releases, SEC filings and public conference calls and webcasts. Zillow Group intends to also use the following channels as a means of disclosing information about Zillow Group, its services and other matters, and for complying with its disclosure obligations under Regulation FD:

•Zillow Group Investor Relations Site (https://investors.zillowgroup.com)

•Zillow Front Porch (https://www.zillow.com/news/)

•Zillow Group X Account (https://x.com/zillowgroup)

•Zillow Group LinkedIn Account (https://www.linkedin.com/company/zillow)

The information Zillow Group posts through these channels may be deemed material. Accordingly, investors should monitor these channels, in addition to following Zillow Group’s press releases, SEC filings and public conference calls and webcasts. This list may be updated from time to time and reflects current updated channels as of the date of this Quarterly Report on Form 10-Q. The information we post through these channels is not a part of this Quarterly Report on Form 10-Q or any other document we file with the SEC, and the inclusion of our website addresses, X Account and LinkedIn Account are as inactive textual references only.

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PART I – FINANCIAL INFORMATION

Item 1. Financial Statements (unaudited)

ZILLOW GROUP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions, except share data, unaudited)


	March 31, 2026		December 31, 2025
Assets
Current assets:
Cash and cash equivalents	$	678	$	768
Short-term investments	105		527
Accounts receivable, net	153		149
Mortgage loans held for sale	361		386
Prepaid expenses and other current assets	357		287
Restricted cash	5		5
Total current assets	1,659		2,122
Contract cost assets	27		27
Property and equipment, net	352		350
Right of use assets	59		56
Goodwill	2,823		2,823
Intangible assets, net	272		279
Other assets	34		28
Total assets	$	5,226	$	5,685
Liabilities and shareholders’ equity
Current liabilities:
Accounts payable	$	68	$	36
Accrued expenses and other current liabilities	163		134
Accrued compensation and benefits	70		62
Borrowings under master repurchase agreements	335		364
Deferred revenue	74		69
Lease liabilities, current portion	14		14
Total current liabilities	724		679
Lease liabilities, net of current portion	80		79
Other long-term liabilities	14		43
Total liabilities	818		801
Commitments and contingencies (Note 11)
Shareholders’ equity:
Preferred stock, $0.0001 par value; authorized — 30,000,000 shares; no shares issued and outstanding	—		—
Class A common stock, $0.0001 par value; authorized — 1,245,000,000 shares; issued and outstanding — 42,435,196 and 46,233,920 shares as of March 31, 2026 and December 31, 2025, respectively	—		—
Class B common stock, $0.0001 par value; authorized — 15,000,000 shares; issued and outstanding — 6,217,447 shares	—		—
Class C capital stock, $0.0001 par value; authorized — 600,000,000 shares; issued and outstanding — 180,442,257 and 187,994,150 shares as of March 31, 2026 and December 31, 2025, respectively	—		—
Additional paid-in capital	6,221		6,741
Accumulated other comprehensive income	—		2
Accumulated deficit	(1,813)		(1,859)
Total shareholders’ equity	4,408		4,884
Total liabilities and shareholders’ equity	$	5,226	$	5,685

See accompanying notes to the condensed consolidated financial statements.

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ZILLOW GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions, except share data, which are presented in thousands, and per share data, unaudited)


	Three Months Ended March 31,
	2026		2025
Revenue:
For Sale revenue:
Residential	$	450	$	417
Mortgages	64		41
Total For Sale revenue	514		458
Rentals	183		129
Other	11		11
Total revenue	708		598
Cost of revenue	189		139
Gross profit	519		459
Operating expenses:
Sales and marketing	210		198
Technology and development	150		149
General and administrative	123		121


Total operating expenses	483		468
Income (loss) from operations	36		(9)

Other income, net	16		22
Interest expense	(4)		(5)
Income before income taxes	48		8
Income tax expense	(2)		—
Net income	$	46	$	8
Net income per share:
Basic	$	0.19	$	0.03
Diluted	$	0.19	$	0.03
Weighted-average shares outstanding:
Basic	235,682		242,256
Diluted	239,644		256,192

See accompanying notes to the condensed consolidated financial statements.

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ZILLOW GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in millions, unaudited)


	Three Months Ended March 31,
	2026		2025
Net income	$	46	$	8
Other comprehensive income (loss):
Net unrealized gains (losses) on investments	(2)		3
Total other comprehensive income (loss)	(2)		3
Comprehensive income	$	44	$	11

See accompanying notes to the condensed consolidated financial statements.

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ZILLOW GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(in millions, except share data, which are presented in thousands, unaudited)


	Class A Common Stock, Class B Common Stock and Class C Capital Stock			Additional Paid-In Capital		Accumulated Deficit		Accumulated Other Comprehensive Income		Total Shareholders’ Equity

	Shares	Amount
Balance at January 1, 2026	240,446	$	—	$	6,741	$	(1,859)	$	2	$	4,884
Issuance of Class C capital stock upon exercise of stock options	658	—		18		—		—		18
Vesting of restricted stock units	1,456	—		—		—		—		—
Share-based compensation expense	—	—		95		—		—		95
Repurchases of Class A common stock and Class C capital stock	(13,465)	—		(633)		—		—		(633)
Net income	—	—		—		46		—		46
Other comprehensive loss	—	—		—		—		(2)		(2)
Balance at March 31, 2026	229,095	$	—	$	6,221	$	(1,813)	$	—	$	4,408


	Class A Common Stock, Class B Common Stock and Class C Capital Stock			Additional Paid-In Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Shareholders’ Equity

	Shares	Amount
Balance at January 1, 2025	242,489	$	—	$	6,733	$	(1,882)	$	(3)	$	4,848
Issuance of Class C capital stock upon exercise of stock options	800	—		33		—		—		33
Vesting of restricted stock units	1,370	—		—		—		—		—
Share-based compensation expense	—	—		112		—		—		112
Repurchases of Class A common stock and Class C capital stock	(3,339)	—		(250)		—		—		(250)
Net income	—	—		—		8		—		8
Other comprehensive income	—	—		—		—		3		3
Balance at March 31, 2025	241,320	$	—	$	6,628	$	(1,874)	$	—	$	4,754

See accompanying notes to the condensed consolidated financial statements.

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ZILLOW GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions, unaudited)


	Three Months Ended March 31,
	2026		2025
Operating activities
Net income	$	46	$	8
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	65		65
Share-based compensation	81		97
Amortization of right of use assets	2		2
Amortization of contract cost assets	6		5
Other adjustments to reconcile net income to net cash provided by operating activities	(16)		(5)
Changes in operating assets and liabilities:
Accounts receivable	(4)		(11)
Mortgage loans held for sale	25		(26)
Prepaid expenses and other assets	(64)		(38)
Contract cost assets	(6)		(7)
Lease liabilities	(4)		(2)
Accounts payable	32		5
Accrued expenses and other current liabilities	23		9
Accrued compensation and benefits	8		(5)
Deferred revenue	5		8
Other long-term liabilities	1		(1)
Net cash provided by operating activities	200		104
Investing activities
Proceeds from maturities of investments	93		150
Proceeds from sales of investments	391		2
Purchases of investments	(64)		(60)
Purchases of property and equipment	(34)		(36)
Purchases of intangible assets	(10)		(108)
Net cash provided by (used in) investing activities	376		(52)
Financing activities
Net borrowings (repayments) on master repurchase agreements	(29)		28
Repurchases of Class A common stock and Class C capital stock	(626)		(250)


Payments for debt issuance costs	(2)		—
Proceeds from exercise of stock options	18		33
Payment of contingent consideration for acquisition	(27)		(30)
Net cash used in financing activities	(666)		(219)
Net decrease in cash, cash equivalents and restricted cash during period	(90)		(167)
Cash, cash equivalents and restricted cash at beginning of period	773		1,085
Cash, cash equivalents and restricted cash at end of period	$	683	$	918
Supplemental disclosures of cash flow information
Noncash transactions:
Write-off of fully depreciated property and equipment	$	57	$	46
Capitalized share-based compensation	14		15

See accompanying notes to the condensed consolidated financial statements.

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ZILLOW GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

Index to Notes to Condensed Consolidated Financial Statements


		Page
Note 1.	Organization and Description of Business	9
Note 2.	Summary of Significant Accounting Policies	10
Note 3.	Financial Instruments	11
Note 4.	Property and Equipment, Net	14
Note 5.	Intangible Assets, Net	14
Note 6.	Debt	15
Note 7.	Income Taxes	16
Note 8.

SEC Form 10-Q filed by Zillow Group Inc.