Form 4 Erickson Matthew

4 - Statement of changes in beneficial ownership of securities

Published: 2015-03-19 15:08:08
Submitted: 2015-03-19
Period Ending In: 2015-03-17
doc4.html FORM 4 SUBMISSION


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SEC FORM 4

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Erickson Matthew

(Last) (First) (Middle)
1805 29TH STREET, SUITE 2050

(Street)
BOULDER CO 80301

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Zayo Group Holdings, Inc. [ ZAYO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
3. Date of Earliest Transaction (Month/Day/Year)
03/17/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.001 per share 03/17/2015 S 98,060 D $26.5295 464,993 D
Common Stock, par value $0.001 per share 282,595 I By MRE 2014 GRAT
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
Remarks:
President, Zayo Physical Infrastructure
/s/ Scott E. Beer, as attorney-in-fact 03/19/2015
** 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 4 (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.
1
doc4.xml FORM 4 SUBMISSION
Schema Version:
X0306
Document Type:
4
Period Of Report:
2015-03-17
Not Subject To Section16:
0

Issuer

Issuer Cik
0001608249
Issuer Name
Zayo Group Holdings, Inc.
Issuer Trading Symbol
ZAYO

Reporting Owner

Reporting Owner Id

Rpt Owner Cik
0001622604
Rpt Owner Name
Erickson Matthew

Reporting Owner Address

Rpt Owner Street1
1805 29TH STREET, SUITE 2050
Rpt Owner City
BOULDER
Rpt Owner State
CO
Rpt Owner Zip Code
80301

Reporting Owner Relationship

Is Director
0
Is Officer
1
Is Ten Percent Owner
0
Is Other
0
Officer Title
See Remarks

Non Derivative Table

Non Derivative Transaction

Security Title
Common Stock, par value $0.001 per share
Transaction Date
2015-03-17

Transaction Coding

Transaction Form Type
4
Transaction Code
S
Equity Swap Involved
0

Transaction Amounts

Transaction Shares
98060
Transaction Price Per Share
26.5295
Transaction Acquired Disposed Code
D
Shares Owned Following Transaction
464993
Direct Or Indirect Ownership
D

Non Derivative Holding

Security Title
Common Stock, par value $0.001 per share
Shares Owned Following Transaction
282595

Ownership Nature

Direct Or Indirect Ownership
I
Nature Of Ownership
By MRE 2014 GRAT
Remarks:
President, Zayo Physical Infrastructure

Owner Signature

Signature Name
/s/ Scott E. Beer, as attorney-in-fact
Signature Date
2015-03-19
Additional Files
FileSequenceDescriptionTypeSize
0001209191-15-027817.txt   Complete submission text file   5291
$ZAYO

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