ZoomInfo Technologies Inc. — Form 8-K Summary
Business Context and Reporting Period
ZoomInfo Technologies Inc. filed a Current Report on Form 8-K under Item 5.02 and Item 7.01. The report date was June 24, 2022; the director appointment was effective July 1, 2022, and the related press release was issued June 30, 2022.
Board Appointment and Corporate Governance
- The Board increased its size from seven to eight directors.
- Alison Gleeson was appointed as a Class II director, with a term expiring at the 2025 Annual Meeting of Stockholders.
- Ms. Gleeson was also appointed to the Nominating and Corporate Governance Committee.
- She will participate in the company’s non-employee director compensation program. Her initial annual retainer and restricted stock unit grant will be prorated for service beginning July 1, 2022.
- The company intends to enter into an indemnification agreement with Ms. Gleeson in substantially the same form used for existing directors.
Financial Metrics and Material Period Changes
This filing does not provide revenue, profit, cash flow, margin, debt, liquidity, guidance, or other operating and financial metrics. It also does not report a comparable-period financial change.
Management Commentary, Risks, and Unusual Items
- The filing states that there were no arrangements or understandings between Ms. Gleeson and any other persons related to her selection.
- Ms. Gleeson was not party to any transaction or proposed transaction requiring disclosure under Item 404(a) of Regulation S-K.
- The filing contains no business outlook, financial guidance, material contingency, or unusual financial item.
Key Facts to Verify
- Confirm the effective date of Ms. Gleeson’s appointment: July 1, 2022.
- Review Exhibit 99.1, the June 30, 2022 press release, for additional biographical or appointment information.
- Review the company’s 2022 Form 10-K and proxy statement for the detailed non-employee director compensation terms referenced in the filing.
- Note the distinction between the Form 8-K report date of June 24, 2022 and the June 30, 2022 press release and filing signature date.