Sec Form 4 Filing - Cannae Holdings, Inc. @ Dun & Bradstreet Holdings, Inc. - 2022-02-15

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

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1. Name and Address of Reporting Person Cannae Holdings, Inc. 2. Issuer Name and Ticker or Trading Symbol Dun & Bradstreet Holdings, Inc. [ DNB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 1701 VILLAGE CENTER CIRCLE, 3. Date of Earliest Transaction (MM/DD/YY) 02/15/2022 (Street) LAS VEGAS, NV89134 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 Common Stock 02/15/2022 P( 1 ) 21,825,816 A $ 19.86 89,878,146 I See Note( 2 ) Common Stock 02/15/2022 J( 3 ) 1,600,105 A $ 19.86 88,278,041 I See Note( 4 )

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. Number 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Cannae Holdings, Inc. 1701 VILLAGE CENTER CIRCLE LAS VEGAS, NV89134 X X Cannae Holdings, LLC C/O CANNAE HOLDINGS, INC. 1701 VILLAGE CENTER CIRCLE LAS VEGAS89134 X X DNB Holdco, LLC C/O CANNAE HOLDINGS, INC. 1701 VILLAGE CENTER CIRCLE LAS VEGAS, NV89134 X X Signatures See Exhibit 99.1 for Signatures 02/17/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares of Common Stock acquired by Cannae Holdings, LLC in connection with the sale of its interests in Optimal Blue Holdco, LLC pursuant to the Purchase Agreement, dated February 15, 2022, by and among Cannae Holdings, LLC, Black Knight, Inc., Optimal Blue I, LLC, Optimal Blue Holdco, LLC, certain investment entities affiliated with Thomas H. Lee Partners, L.P. and Black Knight Technologies, LLC. ( 2 )This report is filed by Cannae Holdings, Inc., Cannae Holdings, LLC and DNB Holdco, LLC (collectively, the "Reporting Persons"). DNB Holdco, LLC is a wholly-owned subsidiary of Cannae Holdings, LLC, which in turn is a wholly-owned subsidiary of Cannae Holdings, Inc. ( 3 )Shares of Common Stock transferred to Trasimene Capital Management, LLC, the external manager of each of Cannae Holdings, Inc. and Cannae Holdings, LLC, pursuant to the Amended and Restated Operating Agreement of Cannae Holdings, LLC. ( 4 )Shares of Common Stock are directly held by the following entities following the reported transactions: 69,278,041 by DNB Holdco, LLC (following the contribution of 20,225,711 shares of Common Stock by Cannae Holdings, LLC to DNB Holdco, LLC), and 19,000,000 by Cannae Funding D, LLC, a wholly owned subsidiary of DNB Holdco, LLC.

Remarks: Exhibit 99.1 (Joint Filer Information) is incorporated herein by reference.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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