Filing Details
- Accession Number:
- 0001794515-22-000029
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2022-03-03 17:48:41
- Reporting Period:
- 2022-03-01
- Accepted Time:
- 2022-03-03 17:48:41
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1794515 | Zoominfo Technologies Inc. | ZI | Services-Prepackaged Software (7372) | 843721253 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1813655 | Christopher Joseph Hays | C/O Zoominfo Technologies Inc., 805 Broadway Street, Suite 900 Vancouver WA 98660 | Pres, Chief Operating Officer | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Acquisiton | 2022-03-01 | 469 | $0.00 | 727,288 | No | 4 | M | Direct | |
| Class A Common Stock | Acquisiton | 2022-03-01 | 5,316 | $0.00 | 732,604 | No | 4 | M | Direct | |
| Class A Common Stock | Disposition | 2022-03-01 | 1,248 | $54.36 | 731,356 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2022-03-01 | 10 | $55.22 | 731,346 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2022-03-01 | 185 | $54.69 | 731,161 | No | 4 | F | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | F | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Class A Common Stock | HSKB Phantom Units | Disposition | 2022-03-01 | 469 | $0.00 | 469 | $0.00 |
| Class A Common Stock | LLC Units of HSKB Funds, LLC | Disposition | 2022-03-01 | 5,316 | $0.00 | 5,316 | $0.00 |
| Class A Common Stock | Restricted Stock Units | Acquisiton | 2022-03-01 | 13,714 | $0.00 | 13,714 | $0.00 |
| Class A Common Stock | Restricted Stock Units | Acquisiton | 2022-03-01 | 219,419 | $0.00 | 219,419 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 7,500 | No | 4 | M | Direct | ||
| 31,892 | No | 4 | M | Direct | ||
| 13,714 | No | 4 | A | Direct | ||
| 219,419 | No | 4 | A | Direct |
Footnotes
- Reflects Phantom Units of HSKB Funds II, LLC ("HSKB Phantom Units") that upon vesting settled into shares of Class A Common Stock on a one-for-one basis.
- Reflects LLC Units of HSKB Funds, LLC ("HSKB Units") that upon vesting settled into shares of Class A Common Stock on a one-for-one basis.
- Reflects shares sold to cover the Reporting Person's tax liability in connection with the vesting of the HSKB Units reported herein.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $53.86 to $54.79, 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.
- Reflects shares withheld to cover the Reporting Person's tax liability in connection with the vesting of the HSKB Phantom Units reported herein.
- Reflects an original amount of 22,500 HSKB Phantom Units of which 50% vested on July 1, 2021 and with the remaining HSKB Phantom Units vesting in equal monthly installments over the two year period following July 1, 2021, in each case, subject to a continued service relationship through such vesting dates, subject to potential accelerated vesting upon certain change in control events and other vesting conditions.
- Reflects an original amount of 255,124 HSKB Units of which 101,297 vested on December 5, 2020, 42,208 vested on December 14, 2020 and the remaining unvested portion vests in twenty-one equal monthly installments beginning on January 1, 2021, subject to accelerated vesting upon certain change in control events and other vesting conditions.
- Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.
- The Reporting Person received an original grant of 13,714 restricted stock units, which vest on June 1, 2022.
- The Reporting Person received an original grant of 219,419 restricted stock units, which vest as follows: (a) 75% on March 1, 2025; and (b) the remaining 25% on March 1, 2026.
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