Dun & Bradstreet Holdings SEC Filings

Dun & Bradstreet Holdings, Inc. Schedule 13D Amendment No. 6 reports that Cannae-related Reporting Persons no longer beneficially own any Class A common stock following completion of a cash merger. Under the Merger Agreement, each outstanding share was cancelled and converted into the right to receive $9.15 cash per share. DNB Holdco, LLC previously sold 1,000,000 shares on June 17, 2025 at $9.06 per share. The filing states that DNB Holdco disposed of 24,048,691 shares and Cannae Funding D, LLC disposed of 35,000,000 shares, for combined consideration of $540,295,523. The Reporting Persons now report 0 shares owned out of 446,189,224 outstanding shares as of August 1, 2025.

Form 4 filing for Dun & Bradstreet Holdings, Inc. (DNB) reports multiple insider dispositions dated 08/26/2025. Thomas H. Lee Advisors, LLC and several reporting persons listed as directors recorded sales or dispositions of common stock. The largest reported disposal was 22,525,103 shares reported as indirect and resulting in 0 shares beneficially owned after the transaction; additional direct dispositions of 42,949 and 58,210 shares are reported, each leaving 0 shares beneficially owned on those lines. No transaction prices are disclosed in the provided text and multiple footnotes and exhibits (Exhibit 99.1 and 99.2) are referenced for details and joint filer signatory information. The filing is split across multiple Form 4s because more than 10 reporting persons are involved.

Thomas H. Lee-related funds filed Form 4 disclosing multiple disposals of Dun & Bradstreet Holdings, Inc. (DNB) common stock on 08/26/2025. The filing shows an indirect disposition of 22,525,103 shares and direct dispositions of 42,949, 42,949, and 58,210 shares, leaving reported beneficial ownership at 0 for those lines. The form is the first of two related filings and references Exhibit 99.1 for footnotes and pricing details and Exhibit 99.2 for joint-filer information.

Insider disposition tied to completed merger: Anthony Pietrontone Jr., the company’s PAO and Corporate Controller, reported a disposition of 142,458 shares of Dun & Bradstreet Holdings, Inc. common stock on 08/26/2025, leaving him with zero shares after the transaction. The filing explains the disposal occurred under the Merger Agreement dated March 23, 2025, under which each share of the issuer’s common stock was converted into the right to receive $9.15 in cash per share, with vested restricted shares receiving the cash consideration plus accumulated unpaid dividend equivalents and unvested restricted shares converted into equity in an indirect parent with time-based vesting only.

Dun & Bradstreet Holdings insider Neeraj Sahai disposed of 1,805,266 shares of Common Stock on 08/26/2025 in connection with a Merger. Under the Merger Agreement, Merger Sub merged into the issuer and the issuer became a wholly owned subsidiary of the parent, and each outstanding share of Common Stock was cancelled and converted into the right to receive $9.15 in cash per share (subject to withholding). After the reported transaction the reporting person holds 0 shares.

The filing explains vested restricted shares were converted into the right to receive the $9.15 Merger Consideration plus any accumulated unpaid dividend equivalents, while unvested restricted shares were converted into an equity interest in an indirect parent with time-based vesting only.

Dun & Bradstreet Holdings, Inc. (DNB) underwent a merger in which Denali Buyer, Inc. merged into the issuer, leaving the issuer as a wholly owned subsidiary of Denali Intermediate Holdings, Inc. Under the Merger Agreement dated March 23, 2025, each outstanding share of the issuer's common stock was cancelled and converted into the right to receive $9.15 in cash per share (subject to applicable tax withholding). Vested restricted common stock was converted into the right to the same cash consideration plus accumulated unpaid dividend equivalents. Unvested restricted common stock was converted into an equity interest in an indirect parent of the buyer with time-based vesting only and no performance conditions. Reporting person Joe A. Reinhardt III, Chief Legal Officer, is shown on this Form 4 as disposing of 1,343,114.23 shares on 08/26/2025 and holding 0 shares following the transaction.

Form 4 filed by director James Quella reports a corporate merger that cancelled Dun & Bradstreet Holdings, Inc. common stock and converted shares to cash. On 08/26/2025 the reporting person recorded a disposition of 1,146,143 shares resulting from a merger under an Agreement and Plan of Merger dated March 23, 2025. Under the Merger Agreement each outstanding common share was cancelled and converted into the right to receive $9.15 in cash per share, subject to applicable tax withholdings. The filing also states that restricted stock awards held by board members (other than the CEO) were converted into the right to receive the same cash Merger Consideration plus accumulated unpaid dividend equivalent rights. The amount of common stock beneficially owned by the reporting person after the transaction is reported as 0 shares.