SEC Filing | Zoominfo Technologies, Inc.

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Crockett Todd

(Last)

(First)

(Middle)

C/O ZOOMINFO TECHNOLOGIES INC.,

805 BROADWAY STREET, SUITE 900

(Street)

VANCOUVER

98660

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/04/2020

3. Issuer Name and Ticker or Trading Symbol
ZoomInfo Technologies Inc. [ ZI ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class C Common Stock	⁽¹⁾	⁽¹⁾	Class A Common Stock	17,315,904	⁽¹⁾	I	See footnotes⁽²⁾⁽³⁾
Class C Common Stock	⁽¹⁾	⁽¹⁾	Class A Common Stock	326,537	⁽¹⁾	I	See footnotes⁽³⁾⁽⁴⁾
Class C Common Stock	⁽¹⁾	⁽¹⁾	Class A Common Stock	15,535,322	⁽¹⁾	I	See footnotes⁽³⁾⁽⁵⁾
Units of ZoomInfo Holdings LLC	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	66,197,636	⁽⁶⁾	I	See footnotes⁽³⁾⁽⁷⁾
Units of ZoomInfo Holdings LLC	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	1,708,916	⁽⁶⁾	I	See footnotes⁽³⁾⁽⁸⁾
Units of ZoomInfo Holdings LLC	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	11,432,270	⁽⁶⁾	I	See footnotes⁽³⁾⁽⁹⁾
Units of ZoomInfo Holdings LLC	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	2,458,550	⁽⁶⁾	I	See footnotes⁽³⁾⁽¹⁰⁾
Units of ZoomInfo Holdings LLC	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	3,883,830	⁽⁶⁾	I	See footnotes⁽³⁾⁽¹¹⁾
Units of ZoomInfo Holdings LLC	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	81,634	⁽⁶⁾	I	See footnotes⁽³⁾⁽¹²⁾
Units of ZoomInfo Holdings LLC	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	4,328,976	⁽⁶⁾	I	See footnotes⁽³⁾⁽¹³⁾

Explanation of Responses:

1. As described in Issuer's Registration Statement on Form S-1 (Registration No. 333-236674) (the "Registration Statement"), 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.

2. Shares of Class C Common Stock of the Issuer are held by TA XI DO Feeder, L.P ("XI DO").

3. 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 therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owners of such securities for Section 16 or any other purpose.

4. Shares of Class C Common Stock of the Issuer are held by TA SDF III DO Feeder, L.P. ("SDF III Feeder").

5. Shares of Class C Common Stock of the Issuer are held by TA Atlantic & Pacific VII-B, L.P. ("Atlantic & Pacific VII-B").

6. Units of ZoomInfo Holdings LLC ("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 has 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.

7. Securities are held by TA XI DO AIV, L.P. ("XI DO AIV").

8. Securities are held by TA SDF III DO AIV, L.P. ("SDF III DO").

9. Securities are held by TA Atlantic & Pacific VII-A, L.P. ("Atlantic & Pacific VII-A").

10. Securities are held by TA Investors IV, L.P. ("Investors IV").

11. Securities are held by TA AP VII-B DO Subsidiary Partnership, L.P. ("AP VII-B").

12. Securities are held by TA SDF III DO AIV II, L.P. ("SDF III DO AIV II").

13. Securities are held by TA XI DO AIV II, L.P. ("XI DO AIV II").

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Todd Crockett	06/04/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

POWER OF ATTORNEY

Know all by these presents that the undersigned, does hereby make, constitute and appoint each of Henry Schuck, Cameron Hyzer, Anthony Stark, James Henry, Jie Smith and Kristin Malone, or any one of them, as a true and lawful attorney-in-fact of the undersigned with full powers of substitution and revocation, for and in the name, place and stead of the undersigned (in the undersigned's individual capacity), to execute and deliver such forms that the undersigned may be required to file with the U.S. Securities and Exchange Commission as a result of the undersigned's ownership of or transactions in securities of ZoomInfo Technologies Inc. (the "Company") (i) pursuant to Section 16(a) of the Securities Exchange Act of 1934, as amended, including without limitation, statements on Form 3, Form 4 and Form 5 (including any amendments thereto) and (ii) in connection with any applications for EDGAR access codes or any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the Securities and Exchange Commission, including without limitation the Form ID. The Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with regard to his or her ownership of or transactions in securities of the Company, unless earlier revoked in writing. The undersigned acknowledges Henry Schuck, Cameron Hyzer, Anthony Stark, James Henry, Jie Smith and Kristin Malone are not assuming any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended.


By: /s/ Todd Crockett
________________________
Name: Todd Crockett


Date: May 1, 2020