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ZoomInfo Technologies Inc. — Director's Dealing 2021
Oct 6, 2021
31220_dirs_2021-10-05_482205d7-5f99-403a-a01b-90013374695b.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: ZoomInfo Technologies Inc. (ZI)
CIK: 0001794515
Period of Report: 2021-10-01
Reporting Person: Brown Kirk Norman (N/A)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2021-10-01 | Class A Common Stock | C | 494000 | — | Acquired | 12076303 | Indirect |
| 2021-10-01 | Class A Common Stock | S | 82693 | $59.7591 | Disposed | 11993610 | Indirect |
| 2021-10-01 | Class A Common Stock | S | 273952 | $60.9349 | Disposed | 11719658 | Indirect |
| 2021-10-01 | Class A Common Stock | S | 137355 | $61.4582 | Disposed | 11582303 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2021-10-01 | LLC Units of ZoomInfo Holdings LLC | $ | C | 494000 | Disposed | Class A Common Stock (494000) | Indirect |
Footnotes
F1: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by DO Holdings (WA), LLC ("DO Holdings") on December 15, 2020. DO Holdings is owned by the Reporting Person and Henry Schuck. The transactions reported in this Form 4 were for the benefit of the Reporting Person.
F2: Reflects securities held directly by DO Holdings.
F3: Pursuant to the terms of the limited liability company agreement for ZoomInfo Holdings LLC ("OpCo"), limited liability company units of OpCo ("OpCo Units") and an equal number of shares of the Issuer's Class B common stock ("Class B Common Stock"), together are exchangeable for shares of Issuer's Class A common stock on a one-for-one basis at the discretion of DO Holdings, subject to exchange rate adjustments for stock splits, stock dividends, and reclassifications. These exchange rights do not expire. Shares of Class B Common Stock have no economic value and have 10 votes per share. DO Holdings effected an exchange of 494,000 OpCo Units and an equal number of shares of Class B Common Stock on October 1, 2021.
F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $59.23 to $60.22, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $60.23 to $61.22, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $61.23 to $61.72, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
F7: Reflects the Reporting Person's proportionate pecuniary interest in the securities held directly by DO Holdings following the sales reported in this Form 4.