X0306 4 2017-10-10 0 0001608249 Zayo Group Holdings, Inc. ZAYO 0001717324 Steinfort Matt 1805 29TH STREET SUITE 2050 BOULDER CO 80301 0 1 0 0 CFO Restricted Stock Units 2017-10-10 4 A 0 5428 0.00 A Common Stock 5428 5428 D Each Part B restricted stock unit represents a contingent right to receive one share of Zayo Group Holdings, Inc. (the "Company") common stock. The reported number of restricted stock units assumes target level stock price performance. Upon vesting, the number of shares of common stock received by the reporting person will be determined based on the Company's historical stock price performance. The restricted stock units vest in full on September 30, 2018. /s/ Laura Littman, as attorney-in-fact 2017-10-12