ZoomInfo Technologies Inc. — Director's Dealing 2020

Jul 7, 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: Keren Nir (Chief Technology Officer)

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	1578166	Acquired		Class A Common Stock (1578166.0)	Direct
2020-07-03	Restricted Stock Units	$	A	190477	Acquired		Class A Common Stock (190477.0)	Direct

Footnotes

F1: Reflects Class P limited liability company units of ZoomInfo Holdings LLC ("Class P Units") 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. The number reflected in Table II reflects the number of Class P Units held by the Reporting Person. These Class P Units are fully vested.

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) one-third will vest on June 3, 2021; and (b) the remaining two-thirds will vest in equal quarterly installments during the 24 months following June 3, 2021.