Kirk Norman Brown - Oct 29, 2021 Form 4 Insider Report for ZoomInfo Technologies Inc. (ZI)

Role
10%+ Owner
Signature
/s/ Kirk Norman Brown
Stock symbol
ZI
Transactions as of
Oct 29, 2021
Transactions value $
$0
Form type
4
Date filed
11/2/2021, 09:55 PM
Previous filing
Nov 2, 2021
Next filing
Dec 22, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ZI Class A Common Stock Award +7.44M 7.44M Oct 29, 2021 See Footnote F1, F2, F3, F4
holding ZI Class A Common Stock 11.5M Oct 29, 2021 Direct 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 ZI LLC Units of ZoomInfo Holdings LLC Disposed to Issuer -7.44M -100% 0 Oct 29, 2021 Class A Common Stock 7.44M See Footnote F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On October 29, 2021, pursuant to a reorganization, (the "Reorganization"), Zoomlnfo Technologies Inc. (formerly known as Zoomlnfo NewCo Inc.) (the "Issuer") became the successor of Zoomlnfo Intermediate Inc. (formerly known as Zoomlnfo Technologies Inc.) ("Zoomlnfo") pursuant to merger transactions, in which a subsidiary of Zoomlnfo Technologies Inc. merged with and into Zoomlnfo Intermediate Inc. with Zoomlnfo Intermediate Inc. surviving and, immediately following such merger, a subsidiary of Zoomlnfo Technologies Inc. merged with and into Zoomlnfo Holdings LLC ("OpCo"), a subsidiary of Zoomlnfo Intermediate Inc., with OpCo surviving. The mergers resulted in the Issuer becoming a parent holding company of Zoomlnfo and OpCo,but did not alter the proportionate economic interests of security holders.
F2 Prior to the Reorganization, pursuant to the terms of the limited liability company agreement for OpCo, limited liability company units of Opco ("OpCo Units") and an equal number of shares of Class B Common Stock, together were exchangeable for shares of Class A Common Stock on a one-for-one basis at the discretion of the holder, subject to exchange rate adjustments for stock splits, stock dividends, and reclassifications. In connection with the Reorganization, the OpCo Units held indirectly by the Reporting Person through DO Holdings (WA) LLC were disposed of for the number of shares of Class A Common Stock which would have been received pursuant to the calculation described above, had DO Holdings (WA) LLC exchanged such OpCo Units for Class A Common Stock prior to the date of the Reorganization.
F3 Reflects the Reporting Person's proportionate pecuniary interest in the securities held directly by DO Holdings (WA) LLC.
F4 Reflects the Reporting Person's proportionate pecuniary interest in the securities held directly by DO Holdings (WA) LLC. DO Holdings (WA) LLC is owned by the Reporting Person and Henry Schuck.
F5 Reflects shares received in a pro rata distribution of shares of Class A common stock previously held indirectly through DO Holdings (WA), LLC, an entity owned by the Reporting Person and Henry Schuck.