Schuck Henry - 04 Aug 2021 Form 4 Insider Report for ZoomInfo Technologies Inc. (ZI)

Signature
/s/ Anthony Stark, as Attorney-in-Fact
Issuer symbol
ZI
Transactions as of
04 Aug 2021
Net transactions value
-$60,417,257
Form type
4
Filing time
06 Aug 2021, 21:26:26 UTC
Previous filing
19 Jul 2021
Next filing
10 Aug 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ZI Class A Common Stock Options Exercise +786,607 786,607 04 Aug 2021 Direct F1, F2, F3
transaction ZI Class A Common Stock Sale $47,398,735 -786,607 -100% $60.26 0 04 Aug 2021 Direct F1, F4
transaction ZI Class A Common Stock Options Exercise +213,393 213,393 05 Aug 2021 Direct F1, F2, F3
transaction ZI Class A Common Stock Sale $6,952,630 -114,933 -54% $60.49 98,460 05 Aug 2021 Direct F1, F5
transaction ZI Class A Common Stock Sale $5,440,102 -88,367 -90% $61.56 10,093 05 Aug 2021 Direct F1, F6
transaction ZI Class A Common Stock Sale $625,789 -10,093 -100% $62.00 0 05 Aug 2021 Direct F1, F7

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 HSKB Funds, LLC Options Exercise $0 -786,607 -21% $0.000000 2,876,907 04 Aug 2021 Class A Common Stock 786,607 Direct F1, F8
transaction ZI LLC Units of ZoomInfo Holdings LLC Options Exercise $0 +786,607 $0.000000 786,607 04 Aug 2021 Class A Common Stock 786,607 Direct F1, F3
transaction ZI LLC Units of ZoomInfo Holdings LLC Options Exercise $0 -786,607 -100% $0.000000* 0 04 Aug 2021 Class A Common Stock 786,607 Direct F1, F3
transaction ZI LLC Units of HSKB Funds, LLC Options Exercise $0 -213,393 -7.4% $0.000000 2,663,514 05 Aug 2021 Class A Common Stock 213,393 Direct F1, F8
transaction ZI LLC Units of ZoomInfo Holdings LLC Options Exercise $0 +213,393 $0.000000 213,393 05 Aug 2021 Class A Common Stock 213,393 Direct F1, F3
transaction ZI LLC Units of ZoomInfo Holdings LLC Options Exercise $0 -213,393 -100% $0.000000* 0 05 Aug 2021 Class A Common Stock 213,393 Direct F1, F3
holding ZI LLC Units of ZoomInfo Holdings LLC 30,910,041 04 Aug 2021 Class A Common Stock 30,910,041 See Footnote F3, F9, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The transactions reported in this Form 4 were effected pursuant to a 10b5-1 trading plan entered into prior to November 30, 2020.
F2 On August 4, 2021 and August 5, 2021, 786,607 and 213,393 limited liability company units of HSKB Funds, LLC ("HSKB Units"), respectively, held directly by the Reporting Person were exchanged for limited liability company units ("OpCo Units") of ZoomInfo Holdings LLC ("OpCo") together with an equal number of shares of Class B common stock ("Class B Common Stock") of ZoomInfo Technologies Inc. ("ZoomInfo" or the "Issuer"). These OpCo Units and shares of Class B Common Stock were exchanged for shares of ZoomInfo's Class A common stock ("Class A Common Stock") which were sold as described herein.
F3 Pursuant to the terms of the limited liability company agreement for OpCo, 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 exchange rate adjustments for stock splits, stock dividends, and reclassifications. These exchange rights do not expire. Shares of Class B Common Stock have no economic value and have 10 votes per share.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $60.00 to $60.70, 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.
F5 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $60.00 to $60.98, 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 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $61.00 to $61.99, 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.
F7 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $62.00 to $62.04, 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.
F8 Each of these HSKB Units represents the economic value of one OpCo Unit. Each such HSKB Unit is fully vested and is exchangeable, at the Reporting Person's option, into an OpCo Unit and a share of Class B Common Stock, which together are exchangeable by the Issuer for shares of Class A Common Stock on a one-for-one basis, subject to exchange rate adjustments for stock splits, stock dividends, and reclassifications. Shares of Class B Common Stock have no economic value and have 10 votes per share.
F9 Reflects the Reporting Person's proportionate pecuniary interest in the securities held directly by DO Holdings (WA), LLC.
F10 Reflects securities held directly by DO Holdings (WA), LLC. DO Holdings (WA), LLC is owned by Henry Schuck and Kirk Brown. The Reporting Person may be deemed to share voting and dispositive power over the securities held by DO Holdings (WA), LLC.