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Filing Details

Accession Number:: 0000899243-20-023457
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-08-26 17:08:51
Reporting Period:: 2020-06-03

Accepted Time:: 2020-08-26 17:08:51
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1794515	Zoominfo Technologies Inc.	ZI	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1034569	Ta Associates, L.p.	200 Clarendon Street, 56Th Floor Boston MA 02116	Yes	No	Yes	No
1548681	L.p. Vii-A Pacific & Atlantic Ta	200 Clarendon Street 56Th Floor Boston MA 02116	Yes	No	Yes	No
1578035	Ta Investors Iv, L.p.	200 Clarendon Street 56Th Floor Boston MA 02116	Yes	No	Yes	No
1609536	Ta Xi Do Aiv, L.p.	200 Clarendon Street 56Th Floor Boston MA 02116	Yes	No	Yes	No
1609539	Ta Xi Do Feeder, L.p.	200 Clarendon Street 56Th Floor Boston MA 02116	Yes	No	Yes	No
1609553	Ta Sdf Iii Do Aiv, L.p.	200 Clarendon Street 56Th Floor Boston MA 02116	Yes	No	Yes	No
1609557	Ta Sdf Iii Do Feeder, L.p.	200 Clarendon Street 56Th Floor Boston MA 02116	Yes	No	Yes	No
1812579	Ta Ap Vii-B Do Subsidiary Partnership, L.p.	200 Clarendon Street 56Th Floor Boston MA 02116	Yes	No	Yes	No
1812605	Ta Sdf Iii Do Aiv Ii, L.p.	200 Clarendon Street 56Th Floor Boston MA 02116	Yes	No	Yes	No
1812606	Ta Xi Do Aiv Ii, L.p.	200 Clarendon Street 56Th Floor Boston MA 02116	Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2020-08-24	4,402,119	$0.00	4,402,119	No	4	C	Indirect	See Footnotes
Class A Common Stock	Acquisiton	2020-08-24	113,642	$0.00	113,642	No	4	C	Indirect	See Footnotes
Class A Common Stock	Acquisiton	2020-08-24	760,241	$0.00	760,241	No	4	C	Indirect	See Footnotes
Class A Common Stock	Acquisiton	2020-08-24	163,492	$0.00	163,492	No	4	C	Indirect	See Footnotes
Class A Common Stock	Acquisiton	2020-08-24	5,429	$0.00	5,429	No	4	C	Indirect	See Footnotes
Class A Common Stock	Acquisiton	2020-08-24	287,875	$0.00	287,875	No	4	C	Indirect	See Footnotes
Class A Common Stock	Acquisiton	2020-08-24	258,273	$0.00	258,273	No	4	C	Indirect	See Footnotes
Class A Common Stock	Acquisiton	2020-08-24	21,714	$0.00	21,714	No	4	C	Indirect	See Footnotes
Class A Common Stock	Acquisiton	2020-08-24	1,151,501	$0.00	1,151,501	No	4	C	Indirect	See Footnotes
Class A Common Stock	Acquisiton	2020-08-24	1,033,092	$0.00	1,033,092	No	4	C	Indirect	See Footnotes
Class A Common Stock	Disposition	2020-08-24	4,402,119	$35.80	0	No	4	S	Indirect	See Footnotes
Class A Common Stock	Disposition	2020-08-24	113,642	$35.80	0	No	4	S	Indirect	See Footnotes
Class A Common Stock	Disposition	2020-08-24	760,241	$35.80	0	No	4	S	Indirect	See Footnotes
Class A Common Stock	Disposition	2020-08-24	163,492	$35.80	0	No	4	S	Indirect	See Footnotes
Class A Common Stock	Disposition	2020-08-24	5,429	$35.80	0	No	4	S	Indirect	See Footnotes
Class A Common Stock	Disposition	2020-08-24	287,875	$35.80	0	No	4	S	Indirect	See Footnotes
Class A Common Stock	Disposition	2020-08-24	258,273	$35.80	0	No	4	S	Indirect	See Footnotes
Class A Common Stock	Disposition	2020-08-24	21,714	$35.80	0	No	4	S	Indirect	See Footnotes
Class A Common Stock	Disposition	2020-08-24	1,151,501	$35.80	0	No	4	S	Indirect	See Footnotes
Class A Common Stock	Disposition	2020-08-24	1,033,092	$35.80	0	No	4	S	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Units of ZoomInfo Holdings LLC	Acquisiton	2020-06-03	66,197,636	$0.00	66,197,636	$0.00
Class A Common Stock	Units of ZoomInfo Holdings LLC	Acquisiton	2020-06-03	1,708,916	$0.00	1,708,916	$0.00
Class A Common Stock	Units of ZoomInfo Holdings LLC	Acquisiton	2020-06-03	11,432,270	$0.00	11,432,270	$0.00
Class A Common Stock	Units of ZoomInfo Holdings LLC	Acquisiton	2020-06-03	2,458,550	$0.00	2,458,550	$0.00
Class A Common Stock	Units of ZoomInfo Holdings LLC	Acquisiton	2020-06-03	81,634	$0.00	81,634	$0.00
Class A Common Stock	Units of ZoomInfo Holdings LLC	Acquisiton	2020-06-03	4,328,976	$0.00	4,328,976	$0.00
Class A Common Stock	Units of ZoomInfo Holdings LLC	Acquisiton	2020-06-03	3,883,830	$0.00	3,883,830	$0.00
Class A Common Stock	Class C Common Stock	Acquisiton	2020-06-03	326,537	$0.00	326,537	$0.00
Class A Common Stock	Class C Common Stock	Acquisiton	2020-06-03	17,315,904	$0.00	17,315,904	$0.00
Class A Common Stock	Class C Common Stock	Acquisiton	2020-06-03	15,535,322	$0.00	15,535,322	$0.00
Class A Common Stock	Units of ZoomInfo Holdings LLC	Disposition	2020-08-24	4,402,119	$0.00	4,402,119	$0.00
Class A Common Stock	Units of ZoomInfo Holdings LLC	Disposition	2020-08-24	113,642	$0.00	113,642	$0.00
Class A Common Stock	Units of ZoomInfo Holdings LLC	Disposition	2020-08-24	760,241	$0.00	760,241	$0.00
Class A Common Stock	Units of ZoomInfo Holdings LLC	Disposition	2020-08-24	163,492	$0.00	163,492	$0.00
Class A Common Stock	Units of ZoomInfo Holdings LLC	Disposition	2020-08-24	5,429	$0.00	5,429	$0.00
Class A Common Stock	Units of ZoomInfo Holdings LLC	Disposition	2020-08-24	287,875	$0.00	287,875	$0.00
Class A Common Stock	Units of ZoomInfo Holdings LLC	Disposition	2020-08-24	258,273	$0.00	258,273	$0.00
Class A Common Stock	Class C Common Stock	Disposition	2020-08-24	21,714	$0.00	21,714	$0.00
Class A Common Stock	Class C Common Stock	Disposition	2020-08-24	1,151,501	$0.00	1,151,501	$0.00
Class A Common Stock	Class C Common Stock	Disposition	2020-08-24	1,033,092	$0.00	1,033,092	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
66,197,636	No	4	A	Indirect
1,708,916	No	4	A	Indirect
11,432,270	No	4	A	Indirect
2,458,550	No	4	A	Indirect
81,634	No	4	A	Indirect
4,328,976	No	4	A	Indirect
3,883,830	No	4	A	Indirect
326,537	No	4	A	Indirect
17,315,904	No	4	A	Indirect
15,535,322	No	4	A	Indirect
61,795,517	No	4	C	Indirect
1,595,274	No	4	C	Indirect
10,672,029	No	4	C	Indirect
2,295,058	No	4	C	Indirect
76,205	No	4	C	Indirect
4,041,101	No	4	C	Indirect
3,625,557	No	4	C	Indirect
304,823	No	4	C	Indirect
16,164,403	No	4	C	Indirect
14,502,230	No	4	C	Indirect

Footnotes

Units of ZoomInfo Holdings LLC ("Opco"), which represent limited liability company units of Opco and a corresponding number of shares of Class B Common Stock of the Issuer, were exchanged on a one-for-one basis for shares of Class A Common Stock of the Issuer pursuant to the amended and restated limited liability company agreement of Opco.
Securities are held by TA XI DO AIV, L.P. ("XI DO AIV").
Securities are held by TA SDF III DO AIV, L.P. ("SDF III DO").
Securities are held by TA Atlantic & Pacific VII-A, L.P. ("Atlantic & Pacific VII-A").
Securities are held by TA Investors IV, L.P. ("Investors IV").
Securities are held by TA SDF III DO AIV II, L.P. ("SDF III DO AIV II").
Securities are held by TA XI DO AIV II, L.P. ("XI DO AIV II").
Securities are held by TA AP VII-B DO Subsidiary Partnership, L.P. ("AP VII-B").
Shares of the Issuer's Class C Common Stock were converted on a one-for-one basis for shares of Class A Common Stock of the Issuer.
Securities are held by TA SDF III DO Feeder, L.P. ("SDF III Feeder").
Securities are held by TA XI DO Feeder, L.P ("XI DO").
Securities are held by TA Atlantic & Pacific VII-B, L.P. ("Atlantic & Pacific VII-B").
TA Associates, L.P. is the ultimate general partner of each of XI DO, SDF III Feeder, Atlantic & Pacific VII-B, XI DO AIV, SDF III DO, Atlantic & Pacific VII-A, Investors IV, AP VII-B, SDF III DO AIV II and XI DO AIV II (collectively, the "TA Associates Funds"). Investment and voting control of the TA Associates Funds is held by TA Associates, L.P. Todd R. Crockett and Jason S. Mironov are directors of the Issuer and serve as representatives of TA Associates, L.P. and the TA Associates Funds on the Issuer's board of directors. TA Associates, L.P. disclaims beneficial ownership of such securities, except to the extent of its pecuniary interest in such securities, if any.
Units of Opco represent limited liability company units of Opco and a corresponding number of shares of Class B Common Stock of the Issuer, which together are exchangeable at the option of the holder on a one-for-one basis for shares of Class A Common Stock of the Issuer, subject to customary conversion rate adjustments for stock splits, stock dividends, and reclassifications, pursuant to the amended and restated limited liability company agreement of Opco and have no expiration date. The shares of Class B Common Stock (i) confer no incidents of economic ownership on the holders thereof and (ii) only confer ten-to-one voting rights on the holders thereof.
On June 3, 2020, in connection with the initial public offering ("IPO") of the Issuer's Class A Common Stock and prior to the effectiveness of the Issuer's registration under Section 12 of the Securities Exchange Act of 1934, the Issuer effected a series of reorganization transactions, as described in the Issuer's Registration Statement on Form S-1 (Registration No. 333-236674) (the "Registration Statement"), pursuant to which certain of the Reporting Persons received shares of Class C Common Stock and units of Opco.
As described in the Registration Statement, the Class C Common Stock is convertible at the option of the holder on a one-for-one basis for shares of Class A Common Stock of the Issuer and has no expiration date. Upon any transfer of shares of Class C Common Stock, whether or not for value, each such transferred share will automatically convert into one share of Class A Common Stock, except for certain transfers described in the Issuer's amended and restated certificate of incorporation. The shares of Class C Common Stock will convert automatically into Class A Common Stock, on a one-for-one basis, when the aggregate number of outstanding shares of the Company's Class B Common Stock and Class C Common Stock represents less than 5% of the aggregate number of the Company's outstanding shares of Common Stock. The shares of Class C Common Stock have ten votes per share.
This transaction occurred prior to the effectiveness of the Issuer's registration under Section 12 of the Securities Exchange Act of 1934 and is being reported on Form 4 solely for purposes of compliance with Rule 16a-2(a) under the Securities Exchange Act of 1934, as amended. The securities covered by such transaction were previously included on the Reporting Persons' Form 3.