ZoomInfo Technologies Inc. — Director's Dealing 2021

Sep 9, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ZoomInfo Technologies Inc. (ZI)
CIK: 0001794515
Period of Report: 2021-09-03

Reporting Person: CG Subsidiary Holdings L.L.C. (10% Owner)
Reporting Person: TC Group, LLC (10% Owner)
Reporting Person: TC Group Sub L.P. (10% Owner)
Reporting Person: TC Group VI S1, L.L.C. (10% Owner)
Reporting Person: TC Group VI S1, L.P. (10% Owner)
Reporting Person: Carlyle Partners VI Evergreen Holdings, L.P. (10% Owner)
Reporting Person: CP VI Evergreen Holdings, L.P. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-09-03	Class A Common Stock	C	67749520	$0.00	Acquired	67749520	Indirect
2021-09-03	Class A Common Stock	S	151599	$65.3218	Disposed	67597921	Indirect
2021-09-03	Class A Common Stock	S	105434	$66.2286	Disposed	67492487	Indirect
2021-09-07	Class A Common Stock	S	171890	$64.644	Disposed	67320597	Indirect
2021-09-07	Class A Common Stock	S	187927	$65.5203	Disposed	67132670	Indirect
2021-09-07	Class A Common Stock	S	388383	$66.6887	Disposed	66744287	Indirect
2021-09-07	Class A Common Stock	S	1800	$67.1483	Disposed	66742487	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-09-03	Class C Common Stock	$	C	33968739	Disposed		Class A Common Stock (33968739)	Indirect
2021-09-03	LLC Units of ZoomInfo Holdings LLC	$	C	33780781	Disposed		Class A Common Stock (33780781)	Indirect

Footnotes

F1: Following the transactions reported herein, includes (i) 33,463,826 shares of Class A Common Stock held of record by CP VI Evergreen Holdings, L.P. ("CP VI Evergreen") and (ii) 33,278,661 shares of Class A Common Stock held of record by Carlyle Partners VI Evergreen Holdings, L.P. ("Carlyle Evergreen").

F2: The Carlyle Group Inc., which is a publicly traded entity listed on the Nasdaq, is the sole shareholder of Carlyle Holdings I GP Inc., which is the sole member of Carlyle Holdings I GP Sub L.L.C., which is the general partner of Carlyle Holdings I L.P., which, with respect to the securities held of record by Carlyle Evergreen and CP VI Evergreen, is the managing member of CG Subsidiary Holdings L.L.C., which is the managing member of TC Group, L.L.C., which is the general partner of TC Group Sub L.P., which is the managing member of TC Group VI S1, L.L.C., which is the general partner of TC Group VI S1, L.P., which is the general partner of Carlyle Evergreen and CP VI Evergreen.

F3: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.94 to $65.93. The reporting person undertakes to provide 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 in this footnote.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.94 to $66.58. The reporting person undertakes to provide 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 in this footnote.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.09 to $65.088. The reporting person undertakes to provide 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 in this footnote.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.09 to $66.08. The reporting person undertakes to provide 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 in this footnote.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.11 to $67.11. The reporting person undertakes to provide 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 in this footnote.

F9: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $67.12 to $67.24. The reporting person undertakes to provide 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 in this footnote.

F10: The Class C Common Stock may be converted into shares of the Issuer's Class A Common Stock on a one-to-one basis at the discretion of the holder and has no expiration date.

F11: The LLC Units of ZoomInfo Holdings LLC and an equal number of shares of Class B Common Stock together are exchangeable for shares of Class A Common Stock on a one-for-one basis at the discretion of the holder, subject to certain exceptions, conditions and adjustments, and have no expiration date.