| Nominee | Forecast | Background |
|---|---|---|
Independent | CRISIS Prior 87.7% 70808793100 | Bohutinsky served as COO and CMO of Zillow Group, and was a board member of The Gap, Inc. from November 2018 to September 2020. |
Independent | CRISIS Prior 89.5% 70808793100 | Jay C. Hoag co-founded TCV in 1995 and has been involved in notable technology investments including Airbnb, Netflix, and Electronic Arts. |
Independent | CRISIS Prior 85.2% 70808793100 | Maffei served as CEO and Chairman of Liberty TripAdvisor Holdings until its acquisition by Tripadvisor in 2025, and held similar roles at Liberty Broadband and Liberty Media until 2024. |
| #1 | Election of three Class III directors Filed by the board · Board recommends For Election of three Class III directors—Amy C. Bohutinsky, Jay C. Hoag, and Gregory B. Maffei—to serve until the 2029 Annual Meeting of Shareholders. |
| #2 | Ratification of Deloitte & Touche LLP as Independent Registered Public Accounting Firm for 2026 Filed by the board · Board recommends For Ratify the appointment of Deloitte & Touche LLP as Zillow Group’s independent registered public accounting firm for the fiscal year ending . |
| Holder | % of shares | Position value |
|---|---|---|
| Caledonia (Private) Investments Pty Ltd | 4.97% | $471M |
| VANGUARD PORTFOLIO MANAGEMENT LLC | 1.73% | $163M |
| Capital World Investors | 1.35% | $128M |
| Independent Franchise Partners LLP | 1.20% | $113M |
| VANGUARD CAPITAL MANAGEMENT LLC | 0.98% | $93M |
| BlackRock, Inc. | 0.55% | $52M |
| TIGER GLOBAL MANAGEMENT LLC | 0.45% | $42M |
| GEODE CAPITAL MANAGEMENT, LLC | 0.40% | $38M |
| BlackRock, Inc. | 0.34% | $32M |
| STATE STREET CORP | 0.32% | $30M |
| Quarterly report (10-Q) | View › | |
| Definitive proxy (DEF 14A) | View › | |
| Annual report (10-K) | View › | |
| Quarterly report (10-Q) | View › | |
| Quarterly report (10-Q) | View › | |
| Definitive proxy (DEF 14A) | View › |
About the risk forecast
The risk forecast scores each director on the company’s slate against Boardroom Alpha’s YoY Director-Vote Forecast model — three XGBoost classifiers that estimate the probability the director’s vote support falls below 70%, 80%, and 90% at the upcoming annual meeting, augmented by a five-rule governance escalation layer (overboarding, audit-committee composition, prior dissent, and others).
Bands map to those probability thresholds:
- Crisis — high probability of vote support below 70%. Rare.
- Material — high probability of below 80%. The primary screening threshold.
- Elevated — significant elevated risk of dissent.
- Watch — even a mild withhold is detectable. Informational.
- Healthy — no signal of meaningful dissent.
Prior is the director’s most-recent vote-support percentage at this same board. Direction compares the forecast to that prior vote: ↑ expected better means more support than last year; ↓ expected worse means less.
Forecast applies only to non-contested annual proxies (DEF 14A). Contested situations are tracked separately on the contested-proxy pipeline. The model is retrained nightly; bands shown reflect the most recent run.
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