SEC Comment Letter 0000000000-24-013783 to ZoomInfo Technologies Inc. (ZI) (CIK 0001794515) (GTM)
ZoomInfo Technologies Inc. (ZI) (CIK 0001794515)
Date: Dec. 13, 2024 · CIK: 0001794515 · Accession: 0000000000-24-013783
AI Filing Summary & Sentiment
Letter
December 13, 2024 Graham O'Brien Chief Financial Officer ZoomInfo Technologies Inc. 805 Broadway Street , Suite 900 Vancouver , Washington 98660 Re:ZoomInfo Technologies Inc. Form 10-K for the Fiscal Year Ended December 31, 2023 Filed February 15, 2024 Dear Graham O'Brien: We have limited our review of your filing to the financial statements and related disclosures and have the following comments. Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Form 10-K for the Fiscal Year Ended December 31, 2023 Management's Discussion and Analysis of Financial Condition and Results of Operations Non-GAAP Financial Measures Adjusted Operating Income, Adjusted Operating Income Margin, and Adjusted Net Income, page 51 1.With respect to your Adjusted Net Income measure, please further clarify each component of the “tax impact of the adjustments to net income (loss),” including the dollar amounts, how the adjustments are calculated, and why it is appropriate to include the adjustments in the non-GAAP measure. Revise your disclosures in future filings, as appropriate, to include this information. Controls and Procedures Evaluation of Disclosure Controls and Procedures, page 125 2.Please amend your filing to include a conclusion regarding the effectiveness of your disclosure controls and procedures as of December 31, 2023. Refer to Item 307 of Regulation S-K.
December 13, 2024 Page 2 In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Laura Veator at 202-551-3716 or Stephen Krikorian at 202-551-3488 with any questions. Sincerely, Division of Corporation Finance Office of Technology
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December 13, 2024
Graham O'Brien
Chief Financial Officer
ZoomInfo Technologies Inc.
805 Broadway Street , Suite 900
Vancouver , Washington 98660
Re:ZoomInfo Technologies Inc.
Form 10-K for the Fiscal Year Ended December 31, 2023
Filed February 15, 2024
Dear Graham O'Brien:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comments.
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2023
Management's Discussion and Analysis of Financial Condition and Results of Operations
Non-GAAP Financial Measures
Adjusted Operating Income, Adjusted Operating Income Margin, and Adjusted Net Income,
page 51
1.With respect to your Adjusted Net Income measure, please further clarify each
component of the “tax impact of the adjustments to net income (loss),” including the
dollar amounts, how the adjustments are calculated, and why it is appropriate to
include the adjustments in the non-GAAP measure. Revise your disclosures in future
filings, as appropriate, to include this information.
Controls and Procedures
Evaluation of Disclosure Controls and Procedures, page 125
2.Please amend your filing to include a conclusion regarding the effectiveness of your
disclosure controls and procedures as of December 31, 2023. Refer to Item 307 of
Regulation S-K.
December 13, 2024
Page 2
In closing, we remind you that the company and its management are responsible for
the accuracy and adequacy of their disclosures, notwithstanding any review, comments,
action or absence of action by the staff.
Please contact Laura Veator at 202-551-3716 or Stephen Krikorian at 202-551-3488
with any questions.
Sincerely,
Division of Corporation Finance
Office of Technology