Form 4 for GTM ZoomInfo Technologies Inc.
Accepted 2021-09-08 00:00:00 ET · period of report 2021-09-03 · accession 0001794515-21-000278 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2021-09-08 | 2021-09-03 | GTM | Schuck Henry | CEO, Dir, 10% | F - Tax | $65.63 | -261.6K | 2.12M | -11% | -$17.17M |
| DI | 2021-09-08 | 2021-09-03 | GTM | Schuck Henry | CEO, Dir, 10% | C - Cnv Deriv | — | +14.82M | 14.82M | New | — |
| DM | 2021-09-08 | 2021-09-03 | GTM | Schuck Henry | CEO, Dir, 10% | M - OptEx | $7.22 | +2.38M | 1.93M | New | +$17.17M |
| DI | 2021-09-08 | 2021-09-03 | GTM | Schuck Henry | CEO, Dir, 10% | C - Cnv Deriv | $0.00 | -14.82M | 9.88M | -60% | $0 |
| DM | 2021-09-08 | 2021-09-03 | GTM | Schuck Henry | CEO, Dir, 10% | M - OptEx | $0.00 | -2.38M | 0 | -100% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2021-09-03 | F | D | 261,551 | $65.63 | 2,117,319 | D | — | — | |
| 2 | Common | Class A Common Stock | 2021-09-03 | C | A | 14,815,232 | — | 14,815,232 | I | — | — | (F5) Pursuant to the terms of the limited liability company agreement for 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 DO Holdings (WA), LLC, 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. |
| 3 | Common | Class A Common Stock | 2021-09-03 | M | A | 450,000 | $21.00 | 2,378,870 | D | — | — | |
| 4 | Common | Class A Common Stock | 2021-09-03 | M | A | 1,928,870 | $4.00 | 1,928,870 | D See Footnote | — | — | (F6) Reflects securities held directly by DO Holdings (WA), LLC. DO Holdings (WA), LLC is owned by Henry Schuck and Kirk Brown. The Reporting Person may be deemed to share voting and dispositive power over the securities held by DO Holdings (WA), LLC. |
| 5 | Derivative | LLC Units of ZoomInfo Holdings LLC | 2021-09-03 | C | D | 14,815,232 | $0.00 | 9,876,822 | I | — · — to — | 14,815,232 Class A Common Stock | (F7) Reflects the Reporting Person's proportionate pecuniary interest in the securities held directly by DO Holdings (WA), LLC. (F5) Pursuant to the terms of the limited liability company agreement for 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 DO Holdings (WA), LLC, 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. |
| 6 | Derivative | Class P Units of ZoomInfo Holdings LLC | 2021-09-03 | M | D | 1,928,870 | $0.00 | 0 | D See Footnote | $4.00 · — to — | 1,928,870 Class A Common Stock | (F6) Reflects securities held directly by DO Holdings (WA), LLC. DO Holdings (WA), LLC is owned by Henry Schuck and Kirk Brown. The Reporting Person may be deemed to share voting and dispositive power over the securities held by DO Holdings (WA), LLC. (F2) Reflects Class P Units of which 50% vested March 12, 2020, and the remaining 50% vest in equal monthly installments during the 24 months thereafter. Unvested units were exchanged for restricted shares of Class A Common Stock with the same vesting schedule. |
| 7 | Derivative | Class P Units of ZoomInfo Holdings LLC | 2021-09-03 | M | D | 450,000 | $0.00 | 0 | D | $21.00 · — to — | 450,000 Class A Common Stock | (F3) Reflects Class P Units that vest as follows: (a) one-third vest on June 3, 2022, (b) one-third vest on June 3, 2023, and (c) one-third vest on June 3, 2024. Unvested units were exchanged for restricted shares of Class A Common Stock with the same vesting schedule. |