Filing Details

Accession Number:
0001140361-21-028268
Form Type:
4
Zero Holdings:
No
Publication Time:
2021-08-13 16:06:38
Reporting Period:
2021-08-11
Accepted Time:
2021-08-13 16:06:38
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1794515 Zoominfo Technologies Inc. ZI () DE
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1743159 22C Discoverorg Investors, Llc 445 Park Avenue
13Th Floor
New York NY 10022
No No No No
1754570 22C Capital I, L.p. 445 Park Avenue
13Th Floor
New York NY 10022
No No No No
1755053 22C Capital I-A, L.p. 445 Park Avenue
13Th Floor
New York NY 10022
No No No No
1813836 22C Capital Gp I, L.l.c 445 Park Avenue
13Th Floor
New York NY 10022
No No No No
1813837 22C Capital Gp I Mm Llc 445 Park Avenue
13Th Floor
New York NY 10022
No No No No
1813838 22C Discoverorg Mm, Llc 445 Park Avenue
13Th Floor
New York NY 10022
No No No No
1813873 J Eric Edell 7900 Glades Road
Suite 540
Boca Raton FL 33434
No No No No
1813885 22C Discoverorg Advisors, Llc 445 Park Avenue
13Th Floor
New York NY 10022
No No No No
1814161 22C Magellan Holdings Llc 445 Park Avenue
13Th Floor
New York NY 10022
No No 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 2021-08-11 30,440 $0.00 30,440 No 4 C Indirect See footnotes
Class A Common Stock Acquisiton 2021-08-11 281,130 $0.00 281,130 No 4 C Indirect See footnote
Class A Common Stock Acquisiton 2021-08-11 928,069 $0.00 928,069 No 4 C Indirect See footnotes
Class A Common Stock Acquisiton 2021-08-11 212,774 $0.00 1,210,283 No 4 C Indirect See footnotes
Class A Common Stock Disposition 2021-08-11 30,440 $62.00 0 No 4 S Indirect See footnotes
Class A Common Stock Disposition 2021-08-11 281,130 $62.00 0 No 4 S Indirect See footnote
Class A Common Stock Disposition 2021-08-11 928,069 $62.00 0 No 4 S Indirect See footnotes
Class A Common Stock Disposition 2021-08-11 212,774 $62.00 997,509 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 footnote
No 4 C Indirect See footnotes
No 4 C Indirect See footnotes
No 4 S Indirect See footnotes
No 4 S Indirect See footnote
No 4 S Indirect See footnotes
No 4 S Indirect See footnotes
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock Class C Common Stock Disposition 2021-08-11 30,440 $0.00 30,440 $0.00
Class A Common Stock LLC Units of ZoomInfo Holdings LLC Disposition 2021-08-11 281,130 $0.00 281,130 $0.00
Class A Common Stock LLC Units of ZoomInfo Holdings LLC Disposition 2021-08-11 928,069 $0.00 928,069 $0.00
Class A Common Stock LLC Units of ZoomInfo Holdings LLC Disposition 2021-08-11 212,774 $0.00 212,774 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
303,194 No 4 C Indirect
2,800,143 No 4 C Indirect
6,935,688 No 4 C Indirect
1,121,792 No 4 C Indirect
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Class A Common Stock Class C Common Stock $0.00 2,308,179 2,308,179 Indirect
Expiration Date Amount Remaning Holdings Nature of Ownership
2,308,179 2,308,179 Indirect
Footnotes
  1. These shares are held directly by FiveW DiscoverOrg, LLC, whose managing member is FiveW Capital LLC. D. Randall Winn is the managing member of FiveW Capital LLC and, in such capacity, may be deemed to indirectly control FiveW DiscoverOrg, LLC. However, Mr. Winn has irrevocably waived all of his power to make voting and investment decisions with respect to the shares held by FiveW DiscoverOrg, LLC and authorized Eric J. Edell to exercise voting and investment power over the shares held directly by FiveW DiscoverOrg, LLC. Each of FiveW DiscoverOrg, LLC, FiveW Capital LLC, Mr. Winn and Mr. Edell disclaims beneficial ownership of these shares except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.
  2. These shares are held directly following this offering by 22C Magellan Holdings LLC, whose two principal members are 22C DiscoverOrg Investors, LLC and 22C Capital I, L.P. 22C DiscoverOrg MM, LLC is the managing member of 22C DiscoverOrg Investors, LLC. 22C DiscoverOrg Advisors, LLC is the managing member of 22C DiscoverOrg MM, LLC.
  3. These shares are held directly by 22C Capital I-A, L.P.
  4. 22C Capital GP I, L.L.C. is the general partner of 22C Capital I, L.P. and of 22C Capital I-A, L.P. 22C Capital GP I MM LLC is the managing member of 22C Capital GP I, L.L.C. Eric J. Edell and D. Randall Winn are co-managing members of 22C DiscoverOrg Advisors, LLC and co-members of 22C Capital GP I MM LLC and, in such capacities, may be deemed to indirectly control each of 22C Magellan Holdings LLC and 22C Capital I-A, L.P. However, Mr. Winn has irrevocably waived all of his power to make voting and investment decisions with respect to the shares held by each of 22C Magellan Holdings LLC, 22C DiscoverOrg MM, LLC and by 22C Capital I-A, L.P., and authorized Mr. Edell to exercise voting and investment power over the shares held directly by each of 22C Magellan Holdings LLC, 22C DiscoverOrg MM, LLC and by 22C Capital I-A, L.P.
  5. Shares of the Issuer's Class C common stock ("Class C Common Stock") have ten votes per share and are convertible into shares of the Issuer's Class A common stock ("Class A Common Stock") on a one-for-one basis at the discretion of the holder. These conversion rights do not expire. In addition, each share of Class C Common Stock will convert automatically into one share of Class A Common Stock pursuant to the terms of the Issuer's Amended and Restated Certificate of Incorporation (the "Charter"), including upon any transfer, whether or not for value, except for certain affiliate transfers described in the Charter.
  6. Pursuant to the terms of the limited liability company agreement for ZoomInfo Holdings LLC ("OpCo"), limited liability company units of OpCo ("OpCo Units") and an equal number of shares of the Issuer's Class B common stock ("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.
  7. These shares are held directly by 22C DiscoverOrg MM, LLC. 22C DiscoverOrg Advisors, LLC is the managing member of 22C DiscoverOrg MM, LLC.
  8. Each of the 22C Capital reporting persons, Mr. Edell and Mr. Winn disclaims beneficial ownership of these shares except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the shares for purposes of Section 16 of the Exchange Act, or for any other purpose.
  9. These conversions and sales were effected pursuant to an underwritten secondary offering that closed on August 11, 2021.