0000950170-24-081503.txt : 20240703 0000950170-24-081503.hdr.sgml : 20240703 20240703160725 ACCESSION NUMBER: 0000950170-24-081503 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240703 FILED AS OF DATE: 20240703 DATE AS OF CHANGE: 20240703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Steinberg David CENTRAL INDEX KEY: 0001308562 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40464 FILM NUMBER: 241100108 MAIL ADDRESS: STREET 1: 1010 WISCONSIN AVE STREET 2: SUITE 600 CITY: WASHINGTON STATE: DC ZIP: 20007 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ACI Investment Partners, LLC CENTRAL INDEX KEY: 0001861905 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40464 FILM NUMBER: 241100107 BUSINESS ADDRESS: STREET 1: 3 PARK AVENUE STREET 2: 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: (212) 967-5055 MAIL ADDRESS: STREET 1: 3 PARK AVENUE STREET 2: 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Zeta Global Holdings Corp. CENTRAL INDEX KEY: 0001851003 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] ORGANIZATION NAME: 06 Technology IRS NUMBER: 800814458 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3 PARK AVENUE STREET 2: 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: (212) 967-5055 MAIL ADDRESS: STREET 1: 3 PARK AVENUE STREET 2: 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 4 1 ownership.xml 4 X0508 4 2024-07-03 0001851003 Zeta Global Holdings Corp. ZETA 0001308562 Steinberg David 3 PARK AVE, 33RD FLOOR NEW YORK NY 10016 true true true false Chief Executive Officer 0001861905 ACI Investment Partners, LLC 3 PARK AVENUE, 33RD FLOOR NEW YORK NY 10016 false false true false false Class A Common Stock 2024-07-03 4 M false 740700 0 A 2229731 I By ACI Investment Partners, LLC Class A Common Stock 2024-07-03 4 F false 97157 17.40 D 2132576 I By ACI Investment Partners, LLC Class A Common Stock 105660 I By Spouse Class A Common Stock 11634 D Performance-Based Restricted Stock Units 2024-07-03 4 M false 275600 0 D Class A Common Stock 275600 0 I By ACI Investment Partners, LLC Performance-Based Restricted Stock Units 2024-07-03 4 M false 238500 0 D Class A Common Stock 238500 211500 I By ACI Investment Partners, LLC Performance-Based Restricted Stock Units 2024-07-03 4 M false 141457 0 D Class A Common Stock 141457 105468 I By ACI Investment Partners, LLC On each of August 18, 2021, February 23, 2022 and April 21, 2023, the reporting person was granted an award of performance-based restricted stock units (respectively, the "2021 PSUs," the "2022 PSUs" and the "2023 PSUs", and collectively, the "PSUs"), which are earned in the form of restricted stock units based on the volume-weighted average closing price per share of the Issuer's Class A Common Stock during the final 20 consecutive trading days of each fiscal quarter. Each PSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. On July 3, 2024, the Issuer determined that the performance conditions exceeded the target level with respect to the 2021 PSUs and were partially met with respect to the 2022 PSUs and 2023 PSUs, resulting in these securities being earned, which securities vest in three equal annual installments beginning on July 3, 2024. Securities held directly by ACI Investment Partners, LLC ("ACI"). Mr. Steinberg is the managing member of ACI. Mr. Steinberg disclaims beneficial ownership of the shares held directly by ACI except to the extent of his pecuniary interest therein, if any. Withholding of shares in satisfaction of taxes due upon the vesting of PSUs under the Issuer's Incentive Award Plan. Share balance includes stock purchased under an Employee Stock Purchase Plan (ESPP) not previously reported. Additional PSUs may be earned based upon the volume-weighted average closing price per share of the Issuer's Class A Common Stock during the final 20 consecutive trading days of each fiscal quarter ending with, and including, the fourth fiscal quarter of (i) 2025, with respect to the 2021 PSUs, (ii) 2026, with respect to the 2022 PSUs, and (iii) 2027, with respect to the 2023 PSUs. To the extent earned, the PSUs vest in three equal annual installments, with the first installment vesting on the date the Company determines the number of PSUs that are eligible to vest for such quarter, and the second and third installments vesting on the first and second anniversaries of such determination date, subject to the reporting person's continued service with the Company through each applicable vesting date. Any unearned PSUs will expire on January 1 of the fifth year following the grant date. ACI Investment Partners, LLC, /s/ David A. Steinberg, Managing Member 2024-07-03 David A. Steinberg, /s/ Steven Vine, Attorney-in-fact 2024-07-03