ZoomInfo Technologies Inc
For the period ended Dec 31, 2023. Filed Feb 15, 2024.
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FY2023 · Filed Feb 15, 2024
GTM$3.34-4.8%Stored close · as of Nov 10, 2026
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Item 15. Exhibit and Financial Statement Schedules
(a) The following documents are filed as a part of this Annual Report on Form 10-K:
Financial Statements: Our Financial Statements are listed in the “Index to Consolidated Financial Statements” under Part II, Item 8 of this Annual Report on Form 10-K.
Financial Statement Schedules: All other schedules have been omitted as the required information is not applicable or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the Consolidated Financial Statements and notes thereto.
Exhibits: Except as otherwise noted below, the exhibits listed below in the accompanying “Index to Exhibits” are filed or incorporated by reference as part of this Annual Report on Form 10-K.
INDEX TO EXHIBITS
Exhibits filed or furnished herewith are designated by a cross (+); all exhibits not so designated are incorporated by reference to a prior filing as indicated. Agreements included as exhibits are included only to provide information to investors regarding their terms. Agreements listed below may contain representations, warranties and other provisions that were made, among other things, to provide the parties thereto with specified rights and obligations and to allocate risk among them, and no such agreement should be relied upon as constituting or providing any factual disclosures about ZoomInfo Technologies Inc., any other persons, any state of affairs or other matters.
| Exhibit Number | Description | Report or Registration Statement | SEC File or Registration Number | Exhibit Reference |
|---|---|---|---|---|
| 2.1 | Agreement and Plan of Merger, dated as of October 29, 2021, by and among ZoomInfo Technologies Inc. (formerly ZoomInfo NewCo Inc.), ZoomInfo Intermediate Inc. (formerly ZoomInfo Technologies Inc.) and ZoomInfo Merger Sub 1 Inc. | 8-K filed November 1, 2021 | 001-39310 | 2.1 |
| 2.2 | Agreement and Plan of Merger, dated as of October 29, 2021, by and among ZoomInfo Technologies Inc. (formerly ZoomInfo NewCo Inc.), ZoomInfo Holdings LLC and ZoomInfo Merger Sub 2 LLC | 8-K filed November 1, 2021 | 001-39310 | 2.2 |
| 3.1 | Second Amended and Restated Certificate of Incorporation of ZoomInfo Technologies Inc. | 8-K filed May 19, 2022 | 001-39310 | 3.1 |
| 3.2 | Amended and Restated Bylaws of ZoomInfo Technologies Inc. (formerly ZoomInfo NewCo Inc.) | 8-K filed November 1, 2021 | 001-39310 | 3.2 |
| 4.1 | Description of Registrant’s Securities to be Registered | 8-A/A filed May 23, 2022 | 001-39310 | 4.1 |
| 4.2 | Indenture, dated as of February 2, 2021, by and among ZoomInfo Technologies LLC, ZoomInfo Finance Corp., the guarantors named on the signature pages thereto and Wells Fargo, National Association, as trustee | 8-K filed February 2, 2021 | 001-39310 | 4.1 |
| 4.3 | Supplemental Indenture, dated as of July 15, 2021, by and among ZoomInfo Technologies LLC, ZoomInfo Finance Corp., the guarantors named on the signature pages thereto, and Wells Fargo National Association, as trustee | 8-K filed July 15, 2021 | 001-39310 | 4.2 |
| 4.4 | Form of 3.875% Senior Note due 2029 (included in Exhibit 4.2) | 8-K filed February 2, 2021 | 001-39310 | 4.1 |
| 10.1 | Sixth Amended and Restated Limited Liability Company Agreement of ZoomInfo Holdings LLC, dated as of October 29, 2021 | 10-K filed February 24, 2022 | 001-39310 | 10.1 |
| 10.2 | Exchange Tax Receivable Agreement, dated as of June 3, 2020, by and among ZoomInfo Technologies Inc. and each of the other persons from time to time party thereto | 8-K filed June 8, 2020 | 001-39310 | 10.3 |
| 10.3 | Amendment No. 1, dated as of August 20, 2021, to the Exchange Tax Receivable Agreement, dated as of June 3, 2020, among ZoomInfo Technologies Inc. and each of the other persons from time to time party thereto | 10-Q filed November 1, 2021 | 001-39310 | 10.3 |
| 10.4 | Amendment No. 2, dated as of October 29, 2021, to the Exchange Tax Receivable Agreement, dated as of June 3, 2020, among ZoomInfo Technologies Inc. and each of the other persons from time to time party thereto | 8-K filed November 1, 2021 | 001-39310 | 10.1 |
| 10.5 | Reorganization Tax Receivable Agreement, dated as of June 3, 2020, by and among ZoomInfo Technologies Inc. and each of the other persons from time to time a party thereto | 8-K filed June 8, 2020 | 001-39310 | 10.4 |
| 10.6 | Amendment No. 1, dated as of August 20, 2021, to the Reorganization Tax Receivable Agreement, dated as of June 3, 2020, among ZoomInfo Technologies Inc. and each of the other persons from time to time party thereto | 10-Q filed November 1, 2021 | 001-39310 | 10.2 |
| 10.7 | Amendment No. 2, dated as of October 29, 2021, to the Reorganization Tax Receivable Agreement, dated as of June 3, 2020, among ZoomInfo Technologies Inc. and each of the other persons from time to time party thereto | 8-K filed November 1, 2021 | 001-39310 | 10.2 |
| 10.8 | Registration Rights Agreement, dated as of June 8, 2020, by and among ZoomInfo Technologies Inc. and each of the other persons from time to time a party thereto | 8-K filed June 8, 2020 | 001-39310 | 10.5 |
| 10.9 | Stockholders Agreement, dated as of June 3, 2020, by and among ZoomInfo Technologies Inc. and each of the other persons from time to time party thereto | 8-K filed June 8, 2020 | 001-39310 | 10.6 |
| 10.10† | ZoomInfo Technologies Inc. 2020 Omnibus Incentive Plan | 8-K filed June 8, 2020 | 001-39310 | 10.7 |
| 10.11† | ZoomInfo Technologies Inc. 2020 Employee Stock Purchase Plan | 8-K filed June 8, 2020 | 001-39310 | 10.8 |
| 10.12† | Amendment No. 1 to the ZoomInfo Technologies Inc. 2020 Employee Stock Purchase Plan | 10-K filed February 26, 2023 | 001-39310 | 10.12 |
| 10.13† | Form of Indemnification Agreement | S-1/A filed May 27, 2020 | 333-236674 | 10.9 |
| 10.14 | First Lien Credit Agreement, dated as of February 1, 2019, among DiscoverOrg, LLC, DiscoverOrg Midco, LLC, the guarantors party thereto from time to time, Morgan Stanley Senior Funding, Inc., as administrative agent, collateral agent and L/C issuer, and the other lenders and L/C issuers party thereto | S-1 filed February 27, 2020 | 333-236674 | 10.10 |
| 10.15 | Amendment No. 1 to the First Lien Credit Agreement, dated February 19, 2020, by and among DiscoverOrg, LLC, DiscoverOrg Midco, LLC, Morgan Stanley Bank, N.A., as the new term loan lender, the revolving credit lenders party thereto, Morgan Stanley Senior Funding, Inc., as administrative agent, collateral agent and L/C issuer | S-1 filed February 27, 2020 | 333-236674 | 10.11 |
| 10.16 | Amendment No. 2 to First Lien Credit Agreement, dated February 2, 2021, by and among ZoomInfo, LLC (f/k/a DiscoverOrg, LLC), ZoomInfo Technologies LLC, ZoomInfo Midco LLC (f/k/a DiscoverOrg Midco, LLC), Morgan Stanley Bank, N.A., as the new term loan lender, the revolving credit lenders party thereto, and Morgan Stanley Senior Funding, Inc., as administrative agent, collateral agent and L/C issuer | 8-K filed February 2, 2021 | 001-39310 | 10.1 |
| 10.17 | Amendment No. 3 to First Lien Credit Agreement, dated July 20, 2021, by and among ZoomInfo LLC (f/k/a DiscoverOrg, LLC), a Delaware limited liability company (the “Borrower”), ZoomInfo Technologies LLC, a Delaware limited liability company (the “Co-Borrower”), ZoomInfo Midco LLC (f/k/a DiscoverOrg Midco, LLC), a Delaware limited liability company (“Holdings”), Morgan Stanley Bank, N.A., as the 2021-1 incremental first lien term loan lender and Morgan Stanley Senior Funding, Inc., as administrative agent, collateral agent and L/C issuer | 8-K filed July 20, 2021 | 001-39310 | 10.1 |
| 10.18 | Amendment No. 4 to First Lien Credit Agreement, dated December 30, 2022, by and among ZoomInfo LLC (f/k/a DiscoverOrg, LLC), a Delaware limited liability company (the “Borrower”), ZoomInfo Technologies LLC, a Delaware limited liability company (the “Co-Borrower”), ZoomInfo Midco LLC (f/k/a DiscoverOrg Midco, LLC), a Delaware limited liability company (“Holdings”), Morgan Stanley Bank, N.A., as the 2021-1 incremental first lien term loan lender and Morgan Stanley Senior Funding, Inc., as administrative agent, collateral agent and L/C issuer | 10-K filed February 26, 2023 | 001-39310 | 10.18 |
| 10.19 | Amendment No. 5 to First Lien Credit Agreement, dated February 28, 2023, by and among ZoomInfo, LLC (f/k/a DiscoverOrg, LLC), a Delaware limited liability company (the “Borrower”), ZoomInfo Technologies LLC, a Delaware limited liability company (the “Co-Borrower”), ZoomInfo Midco LLC (f/k/a DiscoverOrg Midco, LLC), a Delaware limited liability company (“Holdings”), the other guarantors party thereto, each lender and L/C issuer party thereto, and Morgan Stanley Senior Funding, Inc., as administrative agent, collateral agent and L/C issuer. | 8-K filed March 2, 2023 | 001-39310 | 10.1 |
| 10.20 | Amendment No. 6 to First Lien Credit Agreement, dated as of December 8, 2023, by and among ZoomInfo LLC (f/k/a DiscoverOrg, LLC), a Delaware limited liability company (the “Borrower”), ZoomInfo Technologies LLC, a Delaware limited liability company (the “Co-Borrower”), ZoomInfo Midco LLC (f/k/a DiscoverOrg Midco, LLC), a Delaware limited liability company (“Holdings”), the other guarantors party thereto, each lender and L/C issuer party thereto, and Morgan Stanley Senior Funding, Inc., as administrative agent, collateral agent and L/C issuer | 8-K filed December 11, 2023 | 001-39310 | 10.1 |
| 10.21 | First Lien Security Agreement, dated as of February 1, 2019, among DiscoverOrg, LLC, DiscoverOrg Midco, LLC, the grantors party thereto from time to time and Morgan Stanley Senior Funding, Inc., as collateral agent | S-1 filed February 27, 2020 | 333-236674 | 10.12 |
| 10.22 | First Lien Holdings Guaranty, dated as of February 1, 2019, among DiscoverOrg Midco, LLC and Morgan Stanley Senior Funding, Inc., as administrative agent | S-1 filed February 27, 2020 | 333-236674 | 10.13 |
| 10.23 | First Lien Subsidiary Guaranty, dated as of February 1, 2019, among the guarantors party thereto and Morgan Stanley Senior Funding, Inc., as administrative agent | S-1 filed February 27, 2020 | 333-236674 | 10.14 |
| 10.24 | First Lien Intercompany Subordination Agreement, dated as of February 1, 2019, among DiscoverOrg, LLC, DiscoverOrg Midco, LLC, the subordinated creditors and obligors party thereto from time to time and Morgan Stanley Senior Funding, Inc., as administrative agent and collateral agent | S-1 filed February 27, 2020 | 333-236674 | 10.15 |
| 10.25† | Employment Agreement, dated as of May 27, 2020, between ZoomInfo Technologies Inc., ZoomInfo OpCo and Henry Schuck | 8-K filed June 8, 2020 | 001-39310 | 10.9 |
| 10.26† | Employment Agreement, dated December 21, 2018, by and between DiscoverOrg Data, LLC and Peter Cameron Hyzer | S-1 filed February 27, 2020 | 333-236674 | 10.25 |
| 10.27† | Form of HSKB Funds, LLC Subscription Agreement | S-1 filed February 27, 2020 | 333-236674 | 10.26 |
| 10.28† | Form of Class P Incentive Unit Agreement | S-1 filed February 27, 2020 | 333-236674 | 10.27 |
| 10.29† | Form of Standard Employee Stock Option Agreement under 2020 Omnibus Incentive Plan | S-1/A filed May 22, 2020 | 333-236674 | 10.28 |
| 10.30† | Form of Class P Unit Agreement for Henry Schuck under 2020 Omnibus Incentive Plan | S-1/A filed May 27, 2020 | 333-236674 | 10.29 |
| 10.31† | Form of Leverage Restoration Stock Option Agreement under 2020 Omnibus Incentive Plan | S-1/A filed May 22, 2020 | 333-236674 | 10.30 |
| 10.32† | Form of Standard Employee Restricted Stock Unit Agreement under 2020 Omnibus Incentive Plan | 10-K filed February 26, 2023 | 001-39310 | 10.30 |
| 10.33† | Form of Non-Employee Director Annual Restricted Stock Unit Agreement under 2020 Omnibus Incentive Plan | S-1/A filed May 22, 2020 | 333-236674 | 10.32 |
| 10.34† | Form of Non-Employee Director Sign-On Restricted Stock Unit Agreement under 2020 Omnibus Incentive Plan | S-1/A filed May 22, 2020 | 333-236674 | 10.33 |
| 10.35† | Form of Class P Unit Award Agreement under 2020 Omnibus Incentive Plan | S-1/A filed May 22, 2020 | 333-236674 | 10.34 |
| 10.36† | Form of LTIP Unit Award Agreement under 2020 Omnibus Incentive Plan | S-1/A filed May 22, 2020 | 333-236674 | 10.35 |
| 10.37† | Form of Restrictive Covenant Agreement Exhibit to Employee Equity Awards under 2020 Omnibus Incentive Plan | S-1/A filed May 22, 2020 | 333-236674 | 10.36 |
| 10.38† | Employment Agreement, dated as of August 10, 2020, between ZoomInfo Technologies Inc., ZoomInfo Technologies LLC and Joseph Christopher Hays | 10-Q filed August 11, 2020 | 001-39310 | 10.20 |
| 10.39† | Offer Letter Agreement, dated as of February 1, 2019, between DiscoverOrg Data, LLC and Nir Keren | 10-K filed February 26, 2021 | 001-39310 | 10.30 |
| +21.1 | Subsidiaries of ZoomInfo Technologies Inc. | |||
| +23.1 | Consent of KPMG LLP, Independent Registered Public Accounting Firm, with respect to the incorporation by reference of KPMG LLP’s audit report into Registration Statements of ZoomInfo Technologies Inc. on Form S-8 and Form S-3 | |||
| +31.1 | Certification of Principal Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||
| +31.2 | Certification of Principal Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||
| +32.1* | Certifications of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |||
| +97.1 | ZoomInfo Technologies Inc. Clawback Policy | |||
| +101.INS | XBRL Instance Document | |||
| +101.SCH | XBRL Taxonomy Extension Schema Document | |||
| +101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | |||
| +101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | |||
| +101.LAB | XBRL Taxonomy Extension Label Linkbase Document | |||
| +101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | |||
† Management contract or compensatory plan or arrangement.
- The certifications attached as Exhibit 32.1 that accompany this Annual Report on Form 10-K are not deemed filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of ZoomInfo Technologies Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing.
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