X0206 3 2021-06-09 0 0001851003 Zeta Global Holdings Corp. ZETA 0001308562 Steinberg David 3 PARK AVE, 33RD FLOOR NEW YORK NY 10016 1 1 1 0 Chief Executive Officer 0001861905 ACI Investment Partners, LLC 3 PARK AVENUE, 33RD FLOOR NEW YORK NY 10016 0 0 1 0 Class A Common Stock 211356 I By Spouse Class B Common Stock Class A Common Stock 30572357 I By ACI Investment Partners, LLC Class B Common Stock Class A Common Stock 15337 I By CAIVIS Acquisition Corp. II Class B Common Stock Class A Common Stock 194601 I By Kica Investments LLC Class B Common Stock Class A Common Stock 8282862 I By IAC Investment Company IX, LLC Class B Common Stock Class A Common Stock 398630 I By Family Trusts Represents shares of restricted stock. Each share of restricted stock entitles the holder to receive one share of Class A common stock. The restricted stock vests in sixteen quarterly installments beginning one year after the closing of the Issuer's initial public offering and does not expire. The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class. Includes 19,119,010 shares of restricted stock. Each share of restricted stock entitles the holder to receive one share of Class B common stock. The restricted stock vests in sixteen quarterly installments beginning one year after the closing of the Issuer's initial public offering and does not expire. Securities held directly by ACI Investment Partners, LLC ("ACI"). Mr. Steinberg is the managing member of ACI. Mr. Steinberg disclaims beneficial ownership of the shares held directly by AMI except to the extent of his pecuniary interest therein, if any. Securities held direcly by CAIVIS Acquisition Corp. II ("CAIVIS"), which is a wholly owned subsidiary of CAIVIS Investment Company V, LLC, of which Mr. Steinberg is the majority sharheholder. Securities held directly by Kica Investments LLC ("Kica"), of which Mr. Steinberg is managing member. Mr. Steinberg disclaims beneficial ownership of the shares held directly by Kica except to the extent of his pecuniary interest therein, if any. Includes 95,819 shares of restricted stock. Each share of restricted stock entitles the holder to receive one share of Class B common stock. The restricted stock vests in sixteen quarterly installments beginning one year after the closing of the Issuer's initial public offering and does not expire. Securities held directly by IAC Investment Company IX, LLC ("IAC"). Mr. Steinberg is the managing member of IAC. Mr. Steinberg disclaims beneficial ownership of the shares held directly by IAC except to the extent of his pecuniary interest therein, if any. Includes 62,006 shares of restricted stock. Each share of restricted stock entitles the holder to receive one share of Class B common stock. The restricted stock vests in sixteen quarterly installments beginning one year after the closing of the Issuer's initial public offering and does not expire. Mr. Steinberg is co-trustee of each family trust and as a result may be deemed to share beneficial ownership of the securities held of record by each trust to the extent of his pecuniary interest therein, if any. Exhibit 24 - Power of Attorney. ACI Investment Partners, LLC, /s/ David A. Steinberg, Managing Member 2021-06-09 David A. Steinberg, /s/ Kristina Agassi, Attorney-in-fact 2021-06-09