NIEHAUS ROBERT H 4

What Happened

• Robert H. Niehaus, a director of Zeta Global Holdings Corp. (ZETA), reported gift transactions dated May 7, 2026. The filing shows a disposition by gift of 60,000 shares (no cash received) and an acquisition by gift of 60,000 shares (no cash paid), both reported at $0.00. Separately, on November 12, 2025 he was reported to have acquired 346,110 shares at $0.00 through a pro rata distribution from Greenhill Capital Partners III, L.P.

Key Details

• Transaction dates and prices:
  • 2025-11-12: Other acquisition (code J) — 346,110 shares @ $0.00 (acquired). (F1)
  • 2026-05-07: Gift (code G) — 60,000 shares @ $0.00 (disposed). (F2)
  • 2026-05-07: Gift (code G) — 60,000 shares @ $0.00 (acquired). (F2)
• Shares owned after the transactions: Not specified in the provided filing excerpt.
• Relevant footnotes:
  • F1: The 346,110 shares were distributed pro rata from Greenhill Capital Partners III, L.P. to its partners for no consideration.
  • F2: The May 7 transactions were transfers by gift; no payment was received by the reporting person.
  • F3: The Robert and Kate Niehaus Foundation is a 501(c)(3); the reporting person serves on its management board (relevant to charitable transfers).
• Filing timeliness: Report filed on 2026-05-12 for transactions dated 2026-05-07 (5 days later). Form 4 is typically required within two business days, so this filing appears later than the usual deadline.

Context

• Gifts and pro rata distributions are transfers of ownership and do not represent open‑market purchases or sales; they generally do not signal personal buying conviction. The November 2025 distribution indicates the shares were received from a partner vehicle (GCP III) at no cost. Transfers to or from charitable entities (e.g., the Niehaus Foundation) are common and often tax- or estate‑planning related rather than trading activity.