ZoomInfo Technologies Inc. — Director's Dealing 2022

Jun 3, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ZoomInfo Technologies Inc. (ZI)
CIK: 0001794515
Period of Report: 2022-06-01

Reporting Person: Hays Joseph Christopher (Pres, Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-06-01	Common Stock	M	13714	—	Acquired	695539	Direct
2022-06-01	Common Stock	M	469	—	Acquired	696008	Direct
2022-06-01	Common Stock	M	5318	—	Acquired	701326	Direct
2022-06-01	Common Stock	S	1700	$40.5135	Disposed	699626	Direct
2022-06-01	Common Stock	F	185	$40.39	Disposed	699441	Direct
2022-06-01	Common Stock	F	5397	$40.39	Disposed	694044	Direct
2022-06-02	Common Stock	S	36888	$42.3935	Disposed	657156	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-06-01	Restricted Stock Units	$	M	13714	Disposed		Common Stock (13714.0)	Direct
2022-06-01	HSKB Phantom Units	$	M	469	Disposed		Common Stock (469.0)	Direct
2022-06-01	LLC Units of HSKB Funds, LLC	$	M	5318	Disposed		Common Stock (5318.0)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.

F2: Reflects Phantom Units of HSKB Funds II, LLC ("HSKB Phantom Units") that upon vesting settled into shares of Common Stock on a one-for-one basis.

F3: Reflects LLC Units of HSKB Funds, LLC ("HSKB Units") that upon vesting settled into shares of Common Stock on a one-for-one basis.

F4: Reflects shares sold to cover the Reporting Person's tax liability in connection with the vesting of the HSKB Units reported herein.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $40.33 to $40.74, 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: Reflects shares withheld to cover the Reporting Person's tax liability in connection with the vesting of the HSKB Phantom Units reported herein.

F7: Reflects shares withheld to cover the Reporting Person's tax liability in connection with the vesting of the restricted stock units reported herein.

F8: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.

F9: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $41.82 to $42.77, 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.

F10: The Reporting Person received an original grant of 13,714 restricted stock units, which vest on June 1, 2022.

F11: Reflects an original amount of 22,500 HSKB Phantom Units of which 50% vested on July 1, 2021 and with the remaining HSKB Phantom Units vesting in equal monthly installments over the two year period following July 1, 2021, in each case, subject to a continued service relationship through such vesting dates, subject to potential accelerated vesting upon certain change in control events and other vesting conditions.

F12: Reflects an original amount of 255,124 HSKB Units of which 101,297 vested on December 5, 2020, 42,208 vested on December 14, 2020 and the remaining unvested portion vests in twenty-one equal monthly installments beginning on January 1, 2021, subject to accelerated vesting upon certain change in control events and other vesting conditions.