| 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)
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2. Date of Event Requiring Statement
(Month/Day/Year) 07/01/2020 |
3. Issuer Name and Ticker or Trading Symbol
Dun & Bradstreet Holdings, Inc. [ DNB ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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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) |
| Common Stock | 76,616,315(2) | I | See Footnote(1) |
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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 | ||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. This report is filed by Cannae Holdings, Inc. ("Cannae"), Cannae Holdings, LLC ("Cannae LLC"), and DNB Holdco, LLC ("DNB Holdco") (each, a "Reporting Person"). Cannae is the sole member of Cannae LLC, which in turn is the sole member of DNB Holdco. Solely for purposes of Section 16 of the Exchange Act, each Reporting Person may be deemed a "director by deputization". |
| 2. Represents shares held directly by DNB Holdco, and held indirectly by Cannae LLC and Cannae. |
| Remarks: |
| Exhibit 99.1 (Joint Filer Information) is incorporated herein by reference. |
| See Exhibit 99.1 for signatures. | 07/01/2020 | |
| ** 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. | ||
Joint Filer Information
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Name of Joint Filer: |
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Cannae Holdings, Inc. |
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Address of Joint Filer: |
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1701 Village Center Circle |
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Las Vegas, NV 89134 |
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Relationship of Joint Filer to Issuer: |
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10% Owner |
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Director |
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Issuer Name and Ticker or Trading Symbol: |
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Dun & Bradstreet Holdings, Inc. [DNB] |
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Date of Event Requiring Statement (Month/Day/Year): |
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July 1, 2020 |
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Designated Filer: |
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Cannae Holdings, Inc. |
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Signature: |
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Cannae Holdings, Inc. |
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By: |
/s/ Michael L. Gravelle |
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Name: Michael L. Gravelle |
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Title: Executive Vice President, General Counsel and Corporate Secretary | |
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Dated: |
July 1, 2020 | |
Joint Filer Information
(continued)
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Name of Joint Filer: |
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Cannae Holdings, LLC |
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Address of Joint Filer: |
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c/o Cannae Holdings, Inc. |
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1701 Village Center Circle |
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Las Vegas, NV 89134 |
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Relationship of Joint Filer to Issuer: |
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10% Owner |
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Director |
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Issuer Name and Ticker or Trading Symbol: |
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Dun & Bradstreet Holdings, Inc. [DNB] |
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Date of Event Requiring Statement (Month/Day/Year): |
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July 1, 2020 |
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Designated Filer: |
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Cannae Holdings, Inc. |
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Signature: |
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Cannae Holdings, LLC
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By: |
/s/ Michael L. Gravelle |
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Name: Michael L. Gravelle |
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Title: Managing Director, General Counsel and Corporate Secretary | |
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Dated: |
July 1, 2020 | |
Joint Filer Information
(continued)
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Name Joint Filer: |
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DNB Holdco, LLC |
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Address of Joint Filer: |
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c/o Cannae Holdings, Inc. |
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1701 Village Center Circle |
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Las Vegas, NV 89134 |
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Relationship of Joint Filer to Issuer: |
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10% Owner |
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Director |
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Issuer Name and Ticker or Trading Symbol: |
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Dun & Bradstreet Holdings, Inc. [DNB] |
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Date of Event Requiring Statement (Month/Day/Year): |
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July 1, 2020 |
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Designated Filer: |
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Cannae Holdings, Inc. |
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Signature: |
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DNB Holdco, LLC
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By: |
/s/ Michael L. Gravelle |
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Name: Michael L. Gravelle |
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Title: Executive Vice President and General Counsel | |
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Dated: |
July 1, 2020 | |