Carlyle Group Inc. - 03 Sep 2021 Form 4 Insider Report for ZoomInfo Technologies Inc. (ZI)

Role
10%+ Owner
Signature
The Carlyle Group Inc., By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Managing Director and Chief Financial Officer
Issuer symbol
ZI
Transactions as of
03 Sep 2021
Net transactions value
-$66,331,781
Form type
4
Filing time
08 Sep 2021, 19:11:30 UTC
Previous filing
03 Sep 2021
Next filing
10 Sep 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ZI Class A Common Stock Conversion of derivative security $0 +67,749,520 $0.000000 67,749,520 03 Sep 2021 See footnotes F1, F2
transaction ZI Class A Common Stock Sale $9,902,720 -151,599 -0.22% $65.32 67,597,921 03 Sep 2021 See footnotes F1, F2, F3, F4
transaction ZI Class A Common Stock Sale $6,982,746 -105,434 -0.16% $66.23 67,492,487 03 Sep 2021 See footnotes F1, F2, F3, F5
transaction ZI Class A Common Stock Sale $11,111,657 -171,890 -0.25% $64.64 67,320,597 07 Sep 2021 See footnotes F1, F2, F3, F6
transaction ZI Class A Common Stock Sale $12,313,033 -187,927 -0.28% $65.52 67,132,670 07 Sep 2021 See footnotes F1, F2, F3, F7
transaction ZI Class A Common Stock Sale $25,900,757 -388,383 -0.58% $66.69 66,744,287 07 Sep 2021 See footnotes F1, F2, F3, F8
transaction ZI Class A Common Stock Sale $120,867 -1,800 -0% $67.15 66,742,487 07 Sep 2021 See footnotes F1, F2, F3, F9

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction ZI Class C Common Stock Conversion of derivative security $0 -33,968,739 -100% $0.000000* 0 03 Sep 2021 Class A Common Stock 33,968,739 See footnotes F1, F2, F10
transaction ZI LLC Units of ZoomInfo Holdings LLC Conversion of derivative security $0 -33,780,781 -100% $0.000000* 0 03 Sep 2021 Class A Common Stock 33,780,781 See footnotes F1, F2, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Following the transactions reported herein, includes (i) 33,463,826 shares of Class A Common Stock held of record by CP VI Evergreen Holdings, L.P. ("CP VI Evergreen") and (ii) 33,278,661 shares of Class A Common Stock held of record by Carlyle Partners VI Evergreen Holdings, L.P. ("Carlyle Evergreen").
F2 The Carlyle Group Inc., which is a publicly traded entity listed on the Nasdaq, is the sole shareholder of Carlyle Holdings I GP Inc., which is the sole member of Carlyle Holdings I GP Sub L.L.C., which is the general partner of Carlyle Holdings I L.P., which, with respect to the securities held of record by Carlyle Evergreen and CP VI Evergreen, is the managing member of CG Subsidiary Holdings L.L.C., which is the managing member of TC Group, L.L.C., which is the general partner of TC Group Sub L.P., which is the managing member of TC Group VI S1, L.L.C., which is the general partner of TC Group VI S1, L.P., which is the general partner of Carlyle Evergreen and CP VI Evergreen.
F3 The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.94 to $65.93. The reporting person undertakes to provide 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 in this footnote.
F5 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.94 to $66.58. The reporting person undertakes to provide 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 in this footnote.
F6 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.09 to $65.088. The reporting person undertakes to provide 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 in this footnote.
F7 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.09 to $66.08. The reporting person undertakes to provide 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 in this footnote.
F8 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.11 to $67.11. The reporting person undertakes to provide 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 in this footnote.
F9 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $67.12 to $67.24. The reporting person undertakes to provide 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 in this footnote.
F10 The Class C Common Stock may be converted into shares of the Issuer's Class A Common Stock on a one-to-one basis at the discretion of the holder and has no expiration date.
F11 The LLC Units of ZoomInfo Holdings LLC and an equal number of shares of 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 certain exceptions, conditions and adjustments, and have no expiration date.

Remarks:

Due to the limitations of the electronic filing system, each of CG Subsidiary Holdings L.L.C., TC Group, L.L.C., TC Group Sub L.P., TC Group VI S1, L.L.C., TC Group VI S1, L.P., Carlyle Partners VI Evergreen Holdings, L.P., and CP VI Evergreen Holdings, L.P. are filing a separate Form 4.