Sec Form 4 Filing - Schuck Henry @ ZoomInfo Technologies Inc. - 2021-09-03

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Schuck Henry 2. Issuer Name and Ticker or Trading Symbol ZoomInfo Technologies Inc. [ ZI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) C/O ZOOMINFO TECHNOLOGIES INC.,, 805 BROADWAY STREET, SUITE 900 3. Date of Earliest Transaction (MM/DD/YY) 09/03/2021 (Street) VANCOUVER,, WA98660 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock 09/03/2021 M( 1 )( 2 ) 1,928,870 A $ 4 1,928,870 D Class A Common Stock 09/03/2021 M( 1 )( 3 ) 450,000 A $ 21 2,378,870 D Class A Common Stock 09/03/2021 F( 4 ) 261,551 D $ 65.63 2,117,319 D Class A Common Stock 09/03/2021 C( 5 ) 14,815,232 A 14,815,232 I See Footnote ( 6 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Nu mber of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Class P Units of ZoomInfo Holdings LLC $ 4 09/03/2021 M( 1 ) 1,928,870 ( 2 ) ( 2 ) Class A Common Stock 1,928,870 ( 2 ) $ 0 0 D Class P Units of ZoomInfo Holdings LLC $ 21 09/03/2021 M( 1 ) 450,000 ( 3 ) ( 3 ) Class A Common Stock 450,000 ( 3 ) $ 0 0 D LLC Units of ZoomInfo Holdings LLC ( 5 ) 09/03/2021 C( 5 ) 14,815,232 ( 5 ) ( 5 ) Class A Common Stock 14,815,232 ( 7 ) $ 0 9,876,822 ( 7 ) I See Footnote ( 6 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Schuck Henry C/O ZOOMINFO TECHNOLOGIES INC., 805 BROADWAY STREET, SUITE 900 VANCOUVER,, WA98660 X X Chief Executive Officer Signatures /s/ Anthony Stark, as Attorney-in-Fact 09/08/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Reflects Class P limited liability company units ("Class P Units") of ZoomInfo Holdings LLC ("OpCo") which are profits interests that are economically similar to a stock settled stock option. Vested Class P units are exchangeable, at the holder's election, into a number of shares of the Class A common stock of ZoomInfo Technologies Inc. ("Class A Common Stock") equal in value to the "spread value" represented by the excess of the value of shares of Class A Common Stock at the time of exchange above the "distribution threshold" associated with the Class P Units, multiplied by the number of Class P Units being exchanged. ( 2 )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. ( 3 )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. ( 4 )Reflects shares deemed to be withheld in connection with the exchange of Class P Units described herein. ( 5 )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 )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. ( 7 )Reflects the Reporting Person's proportionate pecuniary interest in the securities held directly by DO Holdings (WA), LLC.

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 4(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.