Zeta Announces Pricing of Public Offering of Class A Common Stock Page 1

Zeta Global Holdings Corp. (“Zeta”) (NYSE: ZETA), the AI-Powered Marketing Cloud, today announced the pricing of an underwritten public offering of 13,200,000 shares of its Class A common stock at a public offering price of $23.50 per share, before underwriting discounts and commissions. Zeta is offering 8,720,716 shares and GPI Capital Gemini HoldCo LP (the “Selling Shareholder”) is offering 4,479,284 shares. Zeta and the Selling Shareholder have granted the underwriters a 30-day option to purchase up to an additional 1,584,000 and 396,000 shares, respectively, at the public offering price, less underwriting discounts and commissions. The offering is expected to close on September 6, 2024, subject to the satisfaction of customary closing conditions.

The gross proceeds to Zeta from the offering, before deducting underwriting discounts and commissions and estimated offering expenses payable by Zeta, are expected to be $204.9 million. Zeta intends to use the net proceeds for general corporate purposes, including future acquisitions. Zeta will not receive any proceeds from the sale of shares by the selling stockholder in the offering.