ZoomInfo Technologies Inc. — Director's Dealing 2020

Sep 3, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ZoomInfo Technologies Inc. (ZI)
CIK: 0001794515
Period of Report: 2020-06-03

Reporting Person: Reid David L (VP of Accounting & Controller)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-06-03	Class P Units of ZoomInfo Holdings LLC	$6.56	A	35071	Acquired		Class A Common Stock (35071.0)	Direct
2020-09-01	Restricted Stock Units	$	A	2576	Acquired		Class A Common Stock (2576.0)	Direct

Footnotes

F1: Reflects Class P limited liability company units ("Class P Units") of ZoomInfo Holdings LLC ("OpCo") which are profits interests that are economically similar to a stock settled stock option. Vested Class P units are exchangeable, at the holder's election, into a number of shares of the Issuer's Class A common stock ("Class A Common Stock") equal in value to the "spread value" represented by the excess of the value of shares of Class A Common Stock at the time of exchange above the "distribution threshold" associated with the Class P Units, multiplied by the number of Class P Units being exchanged. Of these Class P Units, 50% vest on February 1, 2021, and the remaining 50% vest in equal monthly installments during the 24 months thereafter.

F2: These securities were acquired in connection with the reclassification of the interests of ZoomInfo Holdings LLC prior to the Issuer's initial public offering (as more fully described in the Issuer's Registration Statement on Form S-1 (File No. 333-236674)).

F3: Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.

F4: These restricted stock units shall vest as follows: (a) 25% will vest on September 1, 2021; and (b) the remaining 75% will vest in equal quarterly installments during the 36 months following September 1, 2021.