SEC Form 3
FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 07/01/2020 | 3. Issuer Name and Ticker or Trading Symbol Dun & Bradstreet Holdings, Inc. [ DNB ] | |||||||||||||
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 204,224 | I | See Footnotes(1)(2) |
Common Stock | 11,412,601 | I | See Footnotes(1)(3) |
Common Stock | 4,614,675 | I | See Footnotes(1)(4) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Option (right to buy) | 06/30/2020 | 06/30/2027 | Common Stock | 2,080,000 | 22 | D(5) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. On July 1, 2020, Dun & Bradstreet Holdings, Inc. (the "Company") priced the initial public offering (the "IPO") of its common stock. This report is being filed by: Chinh E. Chu ("Mr. Chu"), CC Star Holdings, LP, and CC Capital GP, LLC (together, the "Reporting Persons" and each a "Reporting Person"). Mr. Chu, the sole member of CC Capital GP, LLC, serves on the Board of Directors of the Company (the "Board"). Solely for the purpose of Section 16 of the Exchange Act of 1934 (the "Exchange Act"), the Reporting Persons may be deemed to be directors-by-deputization as a result of the service of Mr. Chu on the Board. |
2. Shares directly owned by CC Star Holdings, LP. Mr. Chinh or his affiliates and related trusts may be deemed to directly or indirectly have a pecuniary interest in such shares through his interests in the direct and indirect limited partners of CC Star Holdings, LP. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of such shares in excess of their respective pecuniary interests. |
3. Shares directly owned by Star Parent, L.P. Mr. Chinh or his affiliates and related trusts may be deemed to directly or indirectly have a pecuniary interest in such shares through his interests in the direct and indirect limited partners of Star Parent, L.P. Star Parent, L.P. reports its beneficial ownership in independent Section 16 reports, not as part of the joint filing group reporting herein. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of such shares in excess of their respective pecuniary interests. |
4. Shares directly owned by CC DNB Holdings, L.P. and CC Star Holdings, LP. Pursuant to the terms of a voting agreement entered into in connection with the IPO, CC DNB Holdings, L.P. delegated its voting rights over such shares to CC Star Holdings, LP. CC Capital GP, LLC is the general partner of CC Star Holdings, LP. Mr. Chu is the sole member of CC Capital GP, LLC. |
5. Options granted by the Company in the IPO directly owned by Mr. Chu. |
Remarks: |
Exhibit 24.1 (Power of Attorney) Exhibit 99.1 (Joint Filer Information) is incorporated herein by reference. |
See Exhibit 99.1 | 07/01/2020 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |