0001209191-21-053321.txt : 20210825 0001209191-21-053321.hdr.sgml : 20210825 20210825163812 ACCESSION NUMBER: 0001209191-21-053321 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210823 FILED AS OF DATE: 20210825 DATE AS OF CHANGE: 20210825 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mironov Jason CENTRAL INDEX KEY: 0001810831 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39310 FILM NUMBER: 211207387 MAIL ADDRESS: STREET 1: TA ASSOCIATES MANAGMENT, L.P. STREET 2: 200 CLARENDON STREET, 56TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ZoomInfo Technologies Inc. CENTRAL INDEX KEY: 0001794515 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 843721253 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 805 BROADWAY ST STREET 2: SUITE 900 CITY: VANCOUVER STATE: WA ZIP: 98660 BUSINESS PHONE: 800-914-1220 MAIL ADDRESS: STREET 1: 805 BROADWAY ST STREET 2: SUITE 900 CITY: VANCOUVER STATE: WA ZIP: 98660 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-08-23 0 0001794515 ZoomInfo Technologies Inc. ZI 0001810831 Mironov Jason C/O ZOOMINFO TECHNOLOGIES, INC. 805 BROADWAY STREET, SUITE 900 VANCOUVER WA 98660 1 0 0 0 Class A Common Stock 2021-08-23 4 C 0 281173 A 281173 I See Footnotes Class A Common Stock 2021-08-23 4 C 0 7259 A 7259 I See Footnotes Class A Common Stock 2021-08-23 4 C 0 48558 A 48558 I See Footnotes Class A Common Stock 2021-08-23 4 C 0 10443 A 10443 I See Footnotes Class A Common Stock 2021-08-23 4 C 0 347 A 347 I See Footnotes Class A Common Stock 2021-08-23 4 C 0 18387 A 18387 I See Footnotes Class A Common Stock 2021-08-23 4 C 0 16497 A 16497 I See Footnotes Class A Common Stock 2021-08-23 4 C 0 1387 A 1387 I See Footnotes Class A Common Stock 2021-08-23 4 C 0 73550 A 73550 I See Footnotes Class A Common Stock 2021-08-23 4 C 0 65986 A 65986 I See Footnotes Class A Common Stock 2021-08-23 4 S 0 281173 62.5903 D 0 I See Footnotes Class A Common Stock 2021-08-23 4 S 0 7259 62.5903 D 0 I See Footnotes Class A Common Stock 2021-08-23 4 S 0 48558 62.5903 D 0 I See Footnotes Class A Common Stock 2021-08-23 4 S 0 10443 62.5903 D 0 I See Footnotes Class A Common Stock 2021-08-23 4 S 0 347 62.5903 D 0 I See Footnotes Class A Common Stock 2021-08-23 4 S 0 18387 62.5903 D 0 I See Footnotes Class A Common Stock 2021-08-23 4 S 0 16497 62.5903 D 0 I See Footnotes Class A Common Stock 2021-08-23 4 S 0 1387 62.5903 D 0 I See Footnotes Class A Common Stock 2021-08-23 4 S 0 73550 62.5903 D 0 I See Footnotes Class A Common Stock 2021-08-23 4 S 0 65986 62.5903 D 0 I See Footnotes Units of ZoomInfo Holdings LLC 2021-08-23 4 C 0 281173 0.00 D Class A Common Stock 281173 34712821 I See Footnotes Units of ZoomInfo Holdings LLC 2021-08-23 4 C 0 7259 0.00 D Class A Common Stock 7259 896122 I See Footnotes Units of ZoomInfo Holdings LLC 2021-08-23 4 C 0 48558 0.00 D Class A Common Stock 48558 5994871 I See Footnotes Units of ZoomInfo Holdings LLC 2021-08-23 4 C 0 10443 0.00 D Class A Common Stock 10443 1289218 I See Footnotes Units of ZoomInfo Holdings LLC 2021-08-23 4 C 0 347 0.00 D Class A Common Stock 347 43991 I See Footnotes Units of ZoomInfo Holdings LLC 2021-08-23 4 C 0 18387 0.00 D Class A Common Stock 18387 2332372 I See Footnotes Units of ZoomInfo Holdings LLC 2021-08-23 4 C 0 16497 0.00 D Class A Common Stock 16497 2094490 I See Footnotes Class C Common Stock 2021-08-23 4 C 0 1387 0.00 D Class A Common Stock 1387 171226 I See Footnotes Class C Common Stock 2021-08-23 4 C 0 73550 0.00 D Class A Common Stock 73550 9080138 I See Footnotes Class C Common Stock 2021-08-23 4 C 0 65986 0.00 D Class A Common Stock 65986 8146437 I See 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"). 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. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest in such securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose. 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"). The sales reported in this Form 4 were effected pursuant to Rule 10b5-1 trading plans adopted on December 6, 2020. Reflects a weighted-average sale price. The shares were sold in multiple transactions at prices ranging from $62.50 to $63.05. The Reporting Persons will provide upon request to the Securities and Exchange Commission, the Company or security holder of the Company, full information regarding the number of shares sold at each separate price. 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. 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. /s/ Jason Mironov 2021-08-25