Form 4: ZoomInfo CFO O'Brien Reports Equity Transactions
Insider Transaction Report
ZoomInfo Technologies Inc. CFO Michael Graham O'Brien reported the vesting and settlement of HSKB Phantom Units and Restricted Stock Units, alongside shares withheld for tax obligations, effective December 1, 2025.
Summary
- Michael Graham O'Brien, CFO of ZoomInfo Technologies Inc., reported equity transactions on December 1, 2025, executed pursuant to a Rule 10b5-1 plan.
- The transactions involved the vesting and settlement of 507 HSKB Phantom Units and 542 Restricted Stock Units (214 from one grant and 328 from another) into shares of Common Stock.
- A total of 1,049 shares of Common Stock were acquired through these vesting events.
- To cover tax liabilities associated with these vestings, O'Brien disposed of 174 shares (from HSKB Phantom Units) and 187 shares (from RSUs) at a price of $9.92 per share, totaling 361 shares.
- Following these transactions, O'Brien directly beneficially owns 80,204 shares of Common Stock.
- He also holds 1,953 derivative securities, comprising 641 Restricted Stock Units from a September 1, 2022 grant and 1,312 Restricted Stock Units from a December 1, 2022 grant, which are subject to future vesting.
Sentiment
Score: 7
Explanation: The filing reports routine, pre-scheduled vesting and settlement of equity awards for a key executive, which is a positive event for the executive's compensation but neutral for the company's operational performance or strategic direction.
Positives
- CFO Michael Graham O'Brien increased his direct beneficial ownership of Common Stock by 688 shares (1,049 acquired 361 disposed for tax) through the vesting of equity awards.
- The vesting of HSKB Phantom Units and Restricted Stock Units represents a realization of previously granted compensation for the CFO.
Negatives
- 361 shares of Common Stock were disposed of at $9.92 per share to cover tax liabilities, reducing the net shares received by the CFO from the vesting events.
Future Outlook
This filing reports routine, pre-scheduled equity transactions and does not contain specific forward-looking statements or guidance regarding the company's future performance.
Industry Context
This filing is a routine disclosure of an insider's equity transactions, common across publicly traded companies as part of executive compensation. It does not provide insights into broader industry trends or competitive landscape.
Stakeholder Impact
- Shareholders: Minor, expected dilution from the issuance of shares for equity compensation, which is a standard practice.
- CFO (Employee): Increased personal equity stake in the company, further aligning interests with shareholders.
Next Steps
- Remaining Restricted Stock Units from the September 1, 2022 grant will continue to vest in equal quarterly installments during the 21 months following December 1, 2024.
- Remaining Restricted Stock Units from the December 1, 2022 grant will continue to vest in equal quarterly installments during the 24 months following December 1, 2024.
Key Dates
| Date | Description |
|---|---|
| 12/01/2021 | Original grant date for HSKB Phantom Units. |
| 09/01/2022 | Original grant date for a batch of Restricted Stock Units. |
| 12/01/2022 | Original grant date for another batch of Restricted Stock Units. |
| 12/01/2024 | Start of the 12-month vesting period for HSKB Phantom Units, and the start of the 21-month and 24-month vesting periods for the respective Restricted Stock Unit grants. |
| 12/01/2025 | Date of vesting, settlement, and tax withholding transactions. |
| 12/03/2025 | Date the Form 4 was signed by the attorney-in-fact. |
Recommendation
holdThis Form 4 reports routine, pre-scheduled equity award vesting and tax-related share dispositions by a key executive. Such transactions are part of standard executive compensation and do not typically indicate a change in the company's operational performance or strategic direction, thus not warranting a change in investment recommendation based solely on this filing.
Keywords
ZoomInfo, GTM, Form 4, Insider Transaction, Equity Compensation, CFO, Stock Vesting, Restricted Stock Units, Phantom Units
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