0001140361-23-038839.txt : 20230809 0001140361-23-038839.hdr.sgml : 20230809 20230809170152 ACCESSION NUMBER: 0001140361-23-038839 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20230807 FILED AS OF DATE: 20230809 DATE AS OF CHANGE: 20230809 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HAGERTY THOMAS M CENTRAL INDEX KEY: 0001058835 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39361 FILM NUMBER: 231156106 MAIL ADDRESS: STREET 1: C/O THOMAS H. LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35 FLOOR CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: THOMAS H. LEE ADVISORS, LLC CENTRAL INDEX KEY: 0001260943 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39361 FILM NUMBER: 231156107 BUSINESS ADDRESS: STREET 1: C/O THOMAS H. LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 6172271050 MAIL ADDRESS: STREET 1: C/O THOMAS H. LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 FORMER NAME: FORMER CONFORMED NAME: LEE THOMAS H ADVISORS LLC DATE OF NAME CHANGE: 20030822 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rao Gnaneshwar B. CENTRAL INDEX KEY: 0001450650 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39361 FILM NUMBER: 231156105 MAIL ADDRESS: STREET 1: 100 FEDERAL STREET STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Dun & Bradstreet Holdings, Inc. CENTRAL INDEX KEY: 0001799208 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-CONSUMER CREDIT REPORTING, COLLECTION AGENCIES [7320] IRS NUMBER: 832008699 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5335 GATE PARKWAY CITY: JACKSONVILLE STATE: FL ZIP: 32256 BUSINESS PHONE: (904)648-6350 MAIL ADDRESS: STREET 1: 5335 GATE PARKWAY CITY: JACKSONVILLE STATE: FL ZIP: 32256 FORMER COMPANY: FORMER CONFORMED NAME: Star Intermediate I, Inc. DATE OF NAME CHANGE: 20200108 4 1 form4.xml X0508 4 2023-08-07 0001799208 Dun & Bradstreet Holdings, Inc. DNB 0001260943 THOMAS H. LEE ADVISORS, LLC C/O THOMAS H. LEE PARTNERS, L.P. 100 FEDERAL STREET, 35TH FLOOR BOSTON MA 02110 true true 0001058835 HAGERTY THOMAS M C/O THOMAS H. LEE PARTNERS, L.P. 100 FEDERAL STREET, 35TH FLOOR BOSTON MA 02110 true 0001450650 Rao Gnaneshwar B. C/O THOMAS H. LEE PARTNERS, L.P. 100 FEDERAL STREET, 35TH FLOOR BOSTON MA 02110 true false Class A Common Stock 2023-08-07 4 S 0 13657926 11.115 D 35921845 I See Footnotes Class A Common Stock 29105 D Class A Common Stock 29105 D See Exhibit 99.1 for text of footnote (1). See Exhibit 99.1 for text of footnote (2). See Exhibit 99.1 for text of footnote (3). See Exhibit 99.1 for text of footnote (4). See Exhibit 99.1 for text of footnote (5). See Exhibit 99.1 for text of footnote (6). See Exhibit 99.1 for text of footnote (7). See Exhibit 99.1 for text of footnote (8). Exhibit 99.1 (Form 4 Footnotes) and Exhibit 99.2 (Joint Filer Information) are incorporated herein by reference. This Form 4 is the second of two Form 4s filed relating to the same event. The Form 4 has been split into two filings because there are more than 10 Reporting Persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 Reporting Persons. Each Form 4 is filed by Designated Filer, Thomas H. Lee Advisors, LLC. ** See Exhibit 99.2 for Signatures 2023-08-09 EX-99.1 2 brhc20057272_ex99-1.htm EXHIBIT 99.1
Exhibit 99.1

Name and Address of Reporting Person:
Thomas H. Lee Advisors, LLC
 
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA 02210
   
Issuer Name and Ticker or Trading Symbol:
Dun & Bradstreet Holdings, Inc. [DNB]
   
Date of Earliest Transaction Required to
  
be Reported (Month/Day/Year):
August 7, 2023

Footnotes to Form 4

(1) This report is filed by the following Reporting Persons: Thomas H. Lee Advisors, LLC (“THL Advisors”), Thomas H. Lee Equity Fund VIII, L.P. (“THL Equity VIII”), Thomas H. Lee Parallel Fund VIII, L.P. (“Parallel Fund VIII”), THL Fund VIII Coinvestment Partners, L.P. (“Coinvestment VIII”), THL Executive Fund VIII, L.P. (“Executive Fund VIII”), THL Equity Fund VIII Investors (D&B), L.P.  (“Equity Fund VIII (D&B)”), THL Equity Advisors VIII, LLC (“Equity Advisors”), Thomas H. Lee Partners, L.P. (“THL Partners”), THL Holdco, LLC (“THL Holdco”), and THL Managers VIII, LLC (“THL Managers VIII”) (collectively with their affiliates, the “THL Funds”); Thomas M. Hagerty; and Gnaneshwar B. Rao. This Form 4 is in two parts and is jointly filed with the Reporting Persons in both parts. See Remarks.

(2) THL Holdco is the managing member of THL Advisors, which is in turn the general partner of THL Partners, which in turn is the general partner of Coinvestment VIII, the managing member of THL Manager VIII and is the sole member of Equity Advisors, which in turn is the general partner of THL Equity VIII, Parallel Fund VIII, Executive Fund VIII and Equity Fund VIII (D&B).  Each of Mr. Hagerty and Mr. Rao is a Managing Director of THL Partners. Solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (“Section 16”), the THL Funds may be deemed directors by deputization.

(3) Each of the Reporting Persons disclaims beneficial ownership of all shares of the Issuer for the purposes of Section 16 or for any other purpose, except to the extent of such Reporting Person’s pecuniary interest therein.

(4) Represents shares of Common Stock held directly and sold by the following entities: 3,136,529 shares by THL Equity VIII; 5,711,211 shares by Parallel Fund VIII; 372,754 shares by Coinvestment VIII; 239,464 shares by Executive Fund VIII; and 4,197,968 by Equity Fund VIII (D&B).
 
(5) Represents shares of Common Stock of the Issuer directly held by the following entities following the transaction: 9,219,160 shares held by THL Equity VIII; 16,786,894 shares held by Parallel Fund VIII; 1,095,632 shares held by Coinvestment VIII; 703,853 shares held by Executive Fund VIII; and 8,116,306 shares held by Equity Fund VIII (D&B).
 
(6) Represents restricted common stock previously granted by the Issuer to Mr. Hagerty.

(7) Represents restricted common stock previously granted by the Issuer to Mr. Rao.

(8) Pursuant to the operative agreements among certain of the THL Funds, any securities issued to persons serving as directors of portfolio companies of the THL Funds, such as the Issuer, are held for the benefit of the THL Funds.


 EX-99.2 3 brhc20057272_ex99-2.htm EXHIBIT 99.2
Exhibit 99.2

Joint Filer Information

Name of Joint Filer:
Thomas H. Lee Advisors, LLC
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110

Relationship of Joint Filer to Issuer:
10% Owner
 
Director
   
Issuer Name and Ticker or Trading Symbol:
Dun & Bradstreet Holdings, Inc. [DNB]
   
Date of Earliest Transaction Required to
  
be Reported (Month/Day/Year):
August 7, 2023
   
Designated Filer:
Thomas H. Lee Advisors, LLC

Signature:

THOMAS H. LEE ADVISORS, LLC
By:
THL Holdco, LLC, its Managing Member

By:
 /s/ Michael McDonnell  
 
Name:
Michael McDonnell
 
Title:
Chief Financial Officer, Management Company

Dated:  August 9, 2023
  

1
Exhibit 99.2

Joint Filer Information

(continued)

Name of Joint Filer:
Thomas H. Lee Equity Fund VIII, L.P.
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110

Relationship of Joint Filer to Issuer:
10% Owner
 
Director
   
Issuer Name and Ticker or Trading Symbol:
Dun & Bradstreet Holdings, Inc. [DNB]
   
Date of Earliest Transaction Required to
  
be Reported (Month/Day/Year):
August 7, 2023
   
Designated Filer:
Thomas H. Lee Advisors, LLC

Signature:

THOMAS H. LEE EQUITY FUND VIII, L.P.
By:
THL Equity Advisors VIII, LLC, its General Partner
By:
Thomas H. Lee Partners, L.P., its Sole Member
By:
Thomas H. Lee Advisors, LLC, its General Partner
By:
THL Holdco, LLC, its Managing Member

By:
 /s/ Michael McDonnell  
 
Name:
Michael McDonnell
 
Title: 
Chief Financial Officer, Management Company
     
Dated:  August 9, 2023
    

2
Exhibit 99.2

Joint Filer Information

(continued)

   
Name of Joint Filer:
Thomas H. Lee Parallel Fund VIII, L.P.
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
10% Owner
 
Director
   
Issuer Name and Ticker or Trading Symbol:
Dun & Bradstreet Holdings, Inc. [DNB]
   
Date of Earliest Transaction Required to
  
be Reported (Month/Day/Year):
August 7, 2023
   
Designated Filer:
Thomas H. Lee Advisors, LLC

Signature:

THOMAS H. LEE PARALLEL FUND VIII, L.P.
By:
THL Equity Advisors VIII, LLC, its General Partner
By:
Thomas H. Lee Partners, L.P., its Sole Member
By:
Thomas H. Lee Advisors, LLC, its General Partner
By:
THL Holdco, LLC, its Managing Member

By:
 /s/ Michael McDonnell  
 
Name:
Michael McDonnell
 
Title:
Chief Financial Officer, Management Company

Dated:  August 9, 2023
  

3
Exhibit 99.2

Joint Filer Information

(continued)

Name of Joint Filer:
THL Fund VIII Coinvestment Partners, L.P.
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
10% Owner
 
Director
   
Issuer Name and Ticker or Trading Symbol:
Dun & Bradstreet Holdings, Inc. [DNB]
   
Date of Earliest Transaction Required to
  
be Reported (Month/Day/Year):
August 7, 2023
   
Designated Filer:
Thomas H. Lee Advisors, LLC

Signature:

THL FUND VIII COINVESTMENT PARTNERS, L.P.
By:
Thomas H. Lee Partners, L.P., its General Partner
By:
Thomas H. Lee Advisors, LLC, its General Partner
By:
THL Holdco, LLC, its Managing Member

By:
 /s/ Michael McDonnell  
 
Name:
Michael McDonnell
 
Title: 
Chief Financial Officer, Management Company
     
Dated:  August 9, 2023
    

4
Exhibit 99.2

Joint Filer Information

(continued)

Name of Joint Filer:
THL Executive Fund VIII, L.P.
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
10% Owner
 
Director
   
Issuer Name and Ticker or Trading Symbol:
Dun & Bradstreet Holdings, Inc. [DNB]
   
Date of Earliest Transaction Required to
  
be Reported (Month/Day/Year):
August 7, 2023
   
Designated Filer:
Thomas H. Lee Advisors, LLC

Signature:

THL EXECUTIVE FUND VIII, L.P.
By:
THL Equity Advisors VIII, LLC, its General Partner
By:
Thomas H. Lee Partners, L.P., its Sole Member
By:
Thomas H. Lee Advisors, LLC, its General Partner
By:
THL Holdco, LLC, its Managing Member

By:
 /s/ Michael McDonnell  
 
Name:
Michael McDonnell
 
Title:
Chief Financial Officer, Management Company
   
Dated:  August 9, 2023
  

5
Exhibit 99.2

Joint Filer Information

(continued)


Name of Joint Filer:
THL Equity Fund VIII Investors (D&B), L.P.
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
10% Owner
 
Director
   
Issuer Name and Ticker or Trading Symbol:
Dun & Bradstreet Holdings, Inc. [DNB]
   
Date of Earliest Transaction Required to
  
be Reported (Month/Day/Year):
August 7, 2023
   
Designated Filer:
Thomas H. Lee Advisors, LLC

Signature:

THL EQUITY FUND VIII INVESTORS (D&B), L.P.
By:
THL Equity Advisors VIII, LLC, its General Partner
By:
Thomas H. Lee Partners, L.P., its Sole Member
By:
Thomas H. Lee Advisors, LLC, its General Partner
By:
THL Holdco, LLC, its Managing Member

By:
 /s/ Michael McDonnell  
 
Name:
Michael McDonnell
 
Title:
Chief Financial Officer, Management Company
   
Dated:  August 9, 2023
  

6
Exhibit 99.2

Joint Filer Information

(continued)

   
Name of Joint Filer:
THL Equity Advisors VIII, LLC
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
10% Owner
 
Director
   
Issuer Name and Ticker or Trading Symbol:
Dun & Bradstreet Holdings, Inc. [DNB]
   
Date of Earliest Transaction Required to
  
be Reported (Month/Day/Year):
August 7, 2023
   
Designated Filer:
Thomas H. Lee Advisors, LLC

Signature:
 
THL EQUITY ADVISORS VIII, LLC
By:
Thomas H. Lee Partners, L.P., its Sole Member
By:
Thomas H. Lee Advisors, LLC, its General Partner
By:
THL Holdco, LLC, its Managing Member

By:
 /s/ Michael McDonnell  
 
Name:
Michael McDonnell
 
Title:
Chief Financial Officer, Management Company
   
Dated:  August 9, 2023
  

7
Exhibit 99.2

Joint Filer Information

(continued)

Name of Joint Filer:
Thomas H. Lee Partners, L.P.
   
Address of Joint Filer:
100 Federal Street, 35th Floor
 
Boston, MA 02110
   
   
Relationship of Joint Filer to Issuer:
10% Owner
 
Director
   
Issuer Name and Ticker or Trading Symbol:
Dun & Bradstreet Holdings, Inc. [DNB]
   
Date of Earliest Transaction Required to
  
be Reported (Month/Day/Year):
August 7, 2023
   
Designated Filer:
Thomas H. Lee Advisors, LLC

Signature:

THOMAS H. LEE PARTNERS, L.P.
By:
Thomas H. Lee Advisors, LLC, its General Partner
By:
THL Holdco, LLC, its Managing Member

By:
 /s/ Michael McDonnell  
 
Name:
Michael McDonnell
 
Title: 
Chief Financial Officer, Management Company
   
Dated:  August 9, 2023
  

8
Exhibit 99.2

Joint Filer Information

(continued)

Name of Joint Filer:
THL Managers VIII, LLC
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA 02110
   
   
Relationship of Joint Filer to Issuer:
10% Owner
 
Director
   
Issuer Name and Ticker or Trading Symbol:
Dun & Bradstreet Holdings, Inc. [DNB]
   
Date of Earliest Transaction Required to
  
be Reported (Month/Day/Year):
August 7, 2023
   
Designated Filer:
Thomas H. Lee Advisors, LLC

Signature:

THL MANAGERS VIII, LLC
By:
Thomas H. Lee Partners, L.P., its Managing Member
By:
Thomas H. Lee Advisors, LLC, its General Partner
By:
THL Holdco, LLC, its Managing Member

By:
 /s/ Michael McDonnell  
 
Name:
Michael McDonnell
 
Title: 
Chief Financial Officer, Management Company
   
Dated:  August 9, 2023
  

9
Exhibit 99.2

Joint Filer Information

(continued)

   
Name of Joint Filer:
THL Holdco, LLC
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.

100 Federal Street, 35th Floor
 
Boston, MA 02110
   
Relationship of Joint Filer to Issuer:
10% Owner
 
Director
   
Issuer Name and Ticker or Trading Symbol:
Dun & Bradstreet Holdings, Inc. [DNB]
   
Date of Earliest Transaction Required to
  
be Reported (Month/Day/Year):
August 7, 2023
   
   
Designated Filer:
Thomas H. Lee Advisors, LLC

Signature:

THL HOLDCO, LLC

By:
 /s/ Michael McDonnell  
 
Name:
Michael McDonnell
 
Title: 
Chief Financial Officer, Management Company
   
Dated:  August 9, 2023
  

10
Exhibit 99.2

Joint Filer Information

(continued)

Name of Joint Filer:
Thomas M. Hagerty
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
Director
   
Issuer Name and Ticker or Trading Symbol:
Dun & Bradstreet Holdings, Inc. [DNB]
   
Date of Earliest Transaction Required to
  
be Reported (Month/Day/Year):
August 7, 2023
   
Designated Filer:
Thomas H. Lee Advisors, LLC

Signature:

 
/s/ Thomas M.  Hagerty
  
 
Thomas M.  Hagerty
     
Dated:  August 9, 2023
    

11
Exhibit 99.2

Joint Filer Information

(continued)

Name of Joint Filer:
Gnaneshwar B. Rao
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
Director
   
Issuer Name and Ticker or Trading Symbol:
Dun & Bradstreet Holdings, Inc. [DNB]
   
Date of Earliest Transaction Required to
August 7, 2023
be Reported (Month/Day/Year):
  
   
Designated Filer:
Thomas H. Lee Advisors, LLC

Signature:

  /s/ Gnaneshwar B. Rao  
 
Gnaneshwar B. Rao
  

Dated:  August 9, 2023
  


12