ZoomInfo Announces the Filing of a Registration Statement on Form S-1
(S-1 to Register Shares of Class A Common Stock to be Issued from Time to Time Upon Exchange or Settlement of Certain Outstanding Vested Employee Equity Incentive Awards)
The shares of Class A common stock to be registered will be issued pursuant to the terms of certain of the Company’s existing employee equity incentive awards that consist of limited liability company units in subsidiaries of the Company that may be exchanged or settled in shares of ZoomInfo Class A common stock. Because an exemption from the registration requirements of the Securities Act of 1933, as amended, is not available for these shares, the Company is required to file the S-1 registration statement in order to permit the shares of Class A common stock issuable pursuant to the incentive awards to be freely tradable in the hands of persons other than ZoomInfo’s affiliates.
A registration statement, including a prospectus, which is preliminary and subject to completion, relating to these securities has been filed with the
Forward Looking Statements
This press release contains forward-looking statements. Forward-looking statements include all statements that are not historical facts. In some cases, you can identify these forward-looking statements by the use of words such as “anticipate,” “believe,” “can,” “continue,” “could,” “estimate,” “expect,” “forecast,” “goal,” “intend,” “may,” “might,” “objective,” “outlook,” “plan,” “potential,” “predict,” “projection,” “seek,” “should,” “target,” “trend,” “will,” “would” or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks, uncertainties, assumptions, or changes in circumstances that are difficult to predict or quantify. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors include but are not limited to those described under “Risk Factors” in ZoomInfo’s registration statement referred to above. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in the registration statement.