| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ZI | Class A Common Stock | Conversion of derivative security | $0 | +192K | $0.00 | 192K | Jul 28, 2021 | See footnotes | F1, F2, F3 | |
| transaction | ZI | Class A Common Stock | Sale | -$7.72M | -142K | -73.64% | $54.56 | 50.7K | Jul 28, 2021 | See footnotes | F1, F2, F3, F4, F5 |
| transaction | ZI | Class A Common Stock | Sale | -$2.78M | -50.7K | -100% | $54.90 | 0 | Jul 28, 2021 | See footnotes | F1, F2, F3, F4, F6 |
| transaction | ZI | Class A Common Stock | Conversion of derivative security | $0 | +92.6K | $0.00 | 92.6K | Jul 29, 2021 | See footnotes | F1, F2, F3 | |
| transaction | ZI | Class A Common Stock | Sale | -$4.37M | -80.6K | -87.09% | $54.25 | 12K | Jul 29, 2021 | See footnotes | F1, F2, F3, F4, F7 |
| transaction | ZI | Class A Common Stock | Sale | -$654K | -12K | -100% | $54.67 | 0 | Jul 29, 2021 | See footnotes | F1, F2, F3, F4, F8 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ZI | Class C Common Stock | Conversion of derivative security | $0 | -192K | -0.39% | $0.00 | 49.5M | Jul 28, 2021 | Class A Common Stock | 192K | See footnotes | F1, F2, F3, F9 | |
| transaction | ZI | Class C Common Stock | Conversion of derivative security | $0 | -92.6K | -0.19% | $0.00 | 49.4M | Jul 29, 2021 | Class A Common Stock | 92.6K | See footnotes | F1, F2, F3, F9 | |
| holding | ZI | LLC Units of ZoomInfo Holdings LLC | 37.5M | Jul 28, 2021 | Class A Common Stock | 37.5M | See footnotes | F1, F2, F3, F10 |
| Id | Content |
|---|---|
| F1 | Following the transactions reported herein, includes (i) 37,493,725 LLC Units of ZoomInfo Holdings LLC ("OpCo Units") and shares of Class B Common Stock held by Carlyle Partners VI Evergreen Holdings, L.P. ("Carlyle Evergreen"), (ii) 37,702,342 shares of Class C Common Stock held of record by CP VI Evergreen Holdings, L.P. ("CP VI Evergreen") and (iii) 11,699,801 shares of Class C Common Stock held of record by Carlyle Partners VI Dash Holdings, L.P. ("Carlyle VI Dash"). |
| F2 | Carlyle Group Management L.L.C. holds an irrevocable proxy to vote a majority of the shares of The Carlyle Group Inc., which is a publicly traded entity listed on Nasdaq. The Carlyle Group Inc. 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 | Cont'd. The Carlyle Group Inc. is also the sole member of Carlyle Holdings II GP L.L.C., which is the managing member of Carlyle Holdings II L.L.C., which, with respect to the securities held of record by Carlyle VI Dash, is the managing member of CG Subsidiary Holdings L.L.C., which is the general partner of TC Group Cayman Investment Holdings, L.P., which is the general partner of TC Group Cayman Investment Holdings Sub L.P., which is the sole member of TC Group VI, L.L.C., which is the general partner of TC Group VI, L.P., which is the general partner of Carlyle VI Dash. |
| F4 | The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan. |
| F5 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.80 to $54.795. 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 $54.80 to $55.02. 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 $53.60 to $54.595. 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 $54.60 to $54.79. 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 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. |
| F10 | The OpCo Units 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. |
Due to the limitations of the electronic filing system, each of TC Group VI S1, L.L.C., TC Group VI S1, L.P., TC Group Cayman Investment Holdings, L.P., TC Group Cayman Investment Holdings Sub L.P., TC Group VI, L.L.C., TC Group VI, L.P., Carlyle Partners VI Evergreen Holdings, L.P., CP VI Evergreen Holdings, L.P. and Carlyle Partners VI Dash Holdings, L.P. are filing a separate Form 4.