David Steinberg - Dec 31, 2022 Form 5 Insider Report for Zeta Global Holdings Corp. (ZETA)

Signature
ACI Investment Partners, LLC, /s/ David A. Steinberg, Managing Member
Stock symbol
ZETA
Transactions as of
Dec 31, 2022
Transactions value $
$0
Form type
5
Date filed
2/14/2023, 04:00 PM
Previous filing
Jun 10, 2022
Next filing
Mar 16, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ZETA Class A Common Stock Gift $0 -227K -19.91% $0.00 913K Dec 13, 2022 By ACI Investment Partners, LLC F1, F2
holding ZETA Class A Common Stock 7.32K Dec 31, 2022 Direct F3
holding ZETA Class A Common Stock 185K Dec 31, 2022 By Spouse
holding ZETA Class A Common Stock 487K Dec 31, 2022 By IAC Investment Company IX, LLC F4, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction ZETA Class B Common Stock Gift $0 -365K -1.36% $0.00 26.4M Dec 13, 2022 Class A Common Stock 365K By ACI Investment Partners, LLC F1, F2, F6
transaction ZETA Class B Common Stock Gift $0 -126K -0.48% $0.00 26.3M Dec 28, 2022 Class A Common Stock 126K By ACI Investment Partners, LLC F1, F2, F6
transaction ZETA Class B Common Stock Gift $0 +120K $0.00 120K Dec 28, 2022 Class A Common Stock 120K By Spouse F6
transaction ZETA Class B Common Stock Gift $0 +5.7K +1.46% $0.00 397K Dec 28, 2022 Class A Common Stock 5.7K By Family Trusts F6, F7
holding ZETA Class B Common Stock 5.08M Dec 31, 2022 Class A Common Stock 5.08M By IAC Investment Company IX, LLC F4, F5, F6
holding ZETA Class B Common Stock 15.3K Dec 31, 2022 Class A Common Stock 15.3K By CAIVIS Acquisition Corp. II F6, F8
holding ZETA Class B Common Stock 195K Dec 31, 2022 Class A Common Stock 195K By Kica Investments LLC F6, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects the conversion on July 31, 2022 of 96,875 shares of Class B Common Stock into Class A Common Stock.
F2 Securities held directly by ACI Investment Partners, LLC ("ACI"). Mr. Steinberg is the managing member of ACI. Mr. Steinberg disclaims beneficial ownership of the shares held directly by ACI except to the extent of his pecuniary interest therein, if any.
F3 Share balance includes stock purchased under an Employee Stock Purchase Plan (ESPP) not previously reported.
F4 Reflects the conversion on June 14, 2022 of 487,043 shares of Class B Common Stock into Class A Common Stock.
F5 Securities held directly by IAC Investment Company IX, LLC ("IAC"). Mr. Steinberg is the managing member of IAC. Mr. Steinberg disclaims beneficial ownership of the shares held directly by IAC except to the extent of his pecuniary interest therein, if any.
F6 The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.
F7 Mr. Steinberg is co-trustee of each family trust and as a result may be deemed to share beneficial ownership of the securities held of record by each trust to the extent of his pecuniary interest therein, if any.
F8 Securities held directly by CAIVIS Acquisition Corp. II ("CAIVIS"), which is a wholly owned subsidiary of CAIVIS Investment Company V, LLC, of which Mr. Steinberg is the majority shareholder.
F9 Securities held directly by Kica Investments LLC ("Kica"), of which Mr. Steinberg is managing member. Mr. Steinberg disclaims beneficial ownership of the shares held directly by Kica except to the extent of his pecuniary interest therein, if any.