Filing Details

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

 

SCHEDULE 13G

 

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

(Amendment No. )*

 

 

Dun & Bradstreet Holdings, Inc.
(Name of Issuer)

 

Common Stock
(Title of Class of Securities)

 

26484T106
(CUSIP Number)

 

December 31, 2020
(Date of Event Which Requires Filing of this Statement)

 

 

Check the Appropriate Box to Designate the Rule Pursuant to Which this Schedule Is Filed:

 

¨       Rule 13d-1(b)

 

¨       Rule 13d-1(c)

 

x       Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

1.	Names of Reporting Persons   Star Parent, L.P.
2.	Check The Appropriate Box if a Member of a Group (See Instructions)   (a) ¨                    (b) x
3.	SEC Use Only
4.	Citizenship or Place of Organization   Delaware
Number of Shares Beneficially Owned By Each Reporting Person With		5.	Sole Voting Power   0
		6.	Shared Voting Power   36,873,585
		7.	Sole Dispositive Power   0
		8.	Shared Dispositive Power   36,873,585
9.	Aggregate Amount Beneficially Owned by Each Reporting Person   36,873,585
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares       ¨
11.	Percent of Class Represented By Amount in Row (9)   8.72%
12.	Type of Reporting Person (See Instructions)   PN

 

 

1.	Names of Reporting Persons   Star GP Holding, LLC
2.	Check The Appropriate Box if a Member of a Group (See Instructions)   (a) ¨                    (b) x
3.	SEC Use Only
4.	Citizenship or Place of Organization   Delaware
Number of Shares Beneficially Owned By Each Reporting Person With		5.	Sole Voting Power   0
		6.	Shared Voting Power   36,873,585
		7.	Sole Dispositive Power   0
		8.	Shared Dispositive Power   36,873,585
9.	Aggregate Amount Beneficially Owned by Each Reporting Person   36,873,585
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares       ¨
11.	Percent of Class Represented By Amount in Row (9)   8.72%
12.	Type of Reporting Person (See Instructions)   OO

 

 

 

Item 1(a).	Name of Issuer
	Dun & Bradstreet Holdings, Inc. (the “Issuer”)
Item 1(b).	Address of the Issuer’s Principal Executive Offices
	101 John F. Kennedy Parkway Short Hills, New Jersey 07078
Item 2(a).	Names of Persons Filing
	This statement is filed by the entities and persons listed below, all of whom together are referred to herein as the “Reporting Persons”:   (i)                 Star Parent, L.P. (“Star Parent”)  (ii)                Star GP Holding, LLC (“Holding”)
Item 2(b).	Address of the Principal Business Office, or if none, Residence:
	The principal business address of each of the Reporting Persons is as follows: c/o Dun & Bradstreet Holdings, Inc. 101 John F. Kennedy Parkway Short Hills, New Jersey 07078
Item 2(c).	Citizenship
	See responses to Item 4 on each cover page.
Item 2(d).	Title of Class of Securities
	Common Stock, $0.0001 par value per share (“Common Stock”)
Item 2(e).	CUSIP Number
	26484T106
Item 3.	If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a(n):
	Not Applicable.
Item 4.	Ownership
	(a) Amount Beneficially Owned:
	The information contained in rows 5, 6, 7, 8, 9, 10, and 11 on each of the cover pages of this Schedule 13G incorporated by reference in its entirety into this Item 4.
	Star Parent directly holds an aggregate of 36,873,585 shares of the Issuer’s Common Stock, representing approximately 8.72% of the issued and outstanding shares of the Issuer’s Common Stock. This percentage of beneficial ownership is based on 423,039,089 shares of Common Stock outstanding as of October 31, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q by the Issuer filed with the Securities and Exchange Commission on November 5, 2020. Holding is the general partner of Star Parent. Mr. Chu serves as one of two members of the board of managers of Holding. Mr. Chu reports its beneficial ownership in independent Section 13 reports, not as part of the joint filing group reporting herein.

 

 

	(b)	Percent of Class:
	See responses to Item 11 on each cover page and Items 2(a) and 4(a) above.
	(c)	Number of shares as to which such person has:

 

		(i)	Sole power to vote or to direct the vote:
	See responses to Item 5 on each cover page and Items 2(a) and 4(a) above.
		(ii)	Shared power to vote or to direct the vote:
	See responses to Item 6 on each cover page and Items 2(a) and 4(a) above.
		(iii)	Sole power to dispose or to direct the disposition of:
	See responses to Item 7 on each cover page and Items 2(a) and 4(a) above.
		(iv)	Shared power to dispose or to direct the disposition of:
	See responses to Item 8 on each cover page and Items 2(a) and 4(a) above.

 

Item 5.	Ownership of Five Percent or Less of a Class
	Not Applicable
Item 6.	Ownership of More than Five Percent on Behalf of Another Person
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
	Not Applicable
Item 8.	Identification and Classification of Members of the Group
	Not Applicable
Item 9.	Notice of Dissolution of Group
	Not Applicable
Item 10.	Certification
	Not Applicable

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated:     February 16, 2021

 

	Star Parent, L.P.
	By: Star GP Holding, LLC, its general partner

 

	By:	/s/  Joe A. Reinhardt III
	Name: Joe A. Reinhardt III
	Title:	Chief Legal Officer

 

Star GP Holding, LLC

 

	By:	/s/  Joe A. Reinhardt III
	Name: Joe A. Reinhardt III
	Title:	Chief Legal Officer

 

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

 

 

EXHIBIT LIST

 

Exhibit A

Joint Filing Agreement, dated as of February 16, 2021