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) 06/09/2021 | 3. Issuer Name and Ticker or Trading Symbol Zeta Global Holdings Corp. [ ZETA ] | |||||||||||||
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) |
Class A Common Stock | 10,471,559(1) | I | By CMS Platinum Fund, L.P.(2) |
Class A Common Stock | 50,000 | I | By Mainline Special Opportunities Fund, LP(3) |
Class A Common Stock | 405,156 | I | By CMS/CAIVIS Partners(4) |
Class A Common Stock | 607,165(5) | I | By Spouse |
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 |
Explanation of Responses: |
1. Includes 200,000 shares of restricted Class A common stock. Each share of restricted stock entitles the holder to receive one share of Class A Common Stock. The restricted stock vests in eight quarterly installments beginning one year after the closing of the Issuer's initial public offering and does not expire. |
2. Securities held directly by CMS Platinum Fund, L.P. ("CMS"), of which MSPS Platinum, Inc. ("CMS GP") is the general partner. William Landman is the senior managing director of CMS GP. Each of CMS GP and Mr. Landman disclaims beneficial ownership of the shares held directly by CMS except to the extent of their pecuniary interest therein, if any. |
3. Shares held directly by Mainline Special Opportunities Fund, LP ("Mainline"), of which Mr. Landman is the managing member. Mr. Landman disclaims beneficial ownership of the shares held directly by Mainline except to the extent of his pecuniary interest therein, if any. |
4. Shares held directly by CMS/CAIVIS Partners, of which Mr. Landman is the general partner. Mr. Landman disclaims beneficial ownership of the shares held directly by CMS/CAIVIS Partners except to the extent of his pecuniary interest therein, if any. |
5. Includes 601,168 shares of restricted Class A common stock. Each share of restricted stock entitles the holder to receive one share of Class A Common Stock. The restricted stock vests in eight quarterly installments beginning one year after the closing of the Issuer's initial public offering and does not expire. |
Remarks: |
Exhibit 24 - Power of Attorney. |
William Landman, /s/ Kristina Agassi, Attorney-in-fact | 06/09/2021 | |
** 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. |