McGrane Ashley 4

What Happened
Ashley McGrane, General Counsel and Corporate Secretary of ZoomInfo Technologies (GTM), had restricted stock units (RSUs) convert to common shares on February 1, 2026. A total of 5,987 RSUs vested and converted into shares. To cover tax withholding, 2,103 of those shares were surrendered (disposed) at an effective value of $8.05 per share for $16,929, leaving a net of 3,884 shares issued to McGrane. The conversion is reported as a derivative exercise/conversion.

Key Details

• Transaction date: February 1, 2026; Form 4 filed February 3, 2026 (appears timely).
• Gross shares from vesting/conversion: 5,987 RSUs -> 5,987 shares.
• Shares withheld for taxes (disposition code F): 2,103 shares at $8.05/sh = $16,929.
• Net shares retained by insider (implied): 3,884 shares (5,987 - 2,103).
• Footnotes: F1 = each RSU equals one share on vesting; F2 = shares withheld to cover tax liability; F3 = original RSU grant dated Oct 22, 2024 with vesting schedule (25% on Nov 1, 2025; remainder quarterly over 36 months thereafter).
• Shares owned after transaction: not specified in the provided filing.
• Transaction codes: M = exercise/conversion of derivative (RSU conversion); F = shares withheld for tax withholding (not an open-market sale).

Context
This was a vesting/conversion of RSUs with a routine tax-withholding share surrender — common for equity awards and not the same as an open-market sale or a cash purchase. Such withholding transactions generally reflect standard payroll/tax handling of equity compensation and do not, by themselves, indicate insider sentiment.