SEC Form 4 · accession 0001209191-17-025425

Zayo Group Holdings, Inc. · ZAYO

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Chief Financial Officer

Period of report

Mar 31, 2017

Accepted (ET)

Apr 4, 2017 · 9:38 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001608249

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Mar 31, 2017	M	10,007	—	A	996,970	D
Common Stock^F2	Mar 31, 2017	M	280,989	—	A	1,277,959	D
Common Stock^F3	holding	—	—		—	278,359	I	By Tablerock Investments II, LLC
Common Stock	holding	—	—		—	45	I	By Tablerock Investments, LLC

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F1,F4	—	Mar 31, 2017	M	10,007	A	—	—	Common Stock	10,007	0	D
Restricted Stock Units^F2,F5	—	Mar 31, 2017	M	280,989	A	—	—	Common Stock	280,989	0	D

F1Each Part A restricted stock unit converted into one share of Zayo Group Holdings, Inc. common stock.
F2Each Part B restricted stock unit converted into one share of Zayo Group Holdings, Inc. common stock.
F3The reported securities are held by Tablerock Investments II, LLC, a Colorado limited liability company ("Tablerock II") of which the reporting person is the sole manager. Tablerock II is owned by the reporting person and the desGarennes Exempt Descendants' Trust as well as two grantor retained annuity trusts for the benefit of the reporting person and his children. The reporting person disclaims beneficial ownership of the Common Stock held by Tablerock II, except to the extent of his pecuniary interest therein.
F4On February 18, 2016, the reporting person was granted Part A restricted stock units, which vested in full on March 31, 2017.
F5On April 12, 2016, the reporting person was granted Part B restricted stock units, which vested in full on March 31, 2017.