BKI Black Knight Inc

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Amendment No. 3 – Exit Filing)

Under the Securities Exchange Act of 1934

DUN & BRADSTREET HOLDINGS, INC.

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

26484T106

(CUSIP Number)

December 31, 2023

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☒ Rule 13d-1(d)

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Item 1(a). Name of Issuer:

Dun & Bradstreet Holdings, Inc. (the “Issuer”)

Item 1(b). Address of Issuer’s Principal Executive Offices:

5335 Gate Parkway,

Jacksonville, FL 32256

Item 2(a). Name of Person Filing:

This statement is being filed on behalf of Black Knight, Inc. (“Black Knight”), Black Knight Financial Services, Inc. (“BKFS Inc.”), Black Knight Financial Services, LLC (“BKFS LLC”), and Black Knight InfoServ, LLC (“InfoServ”) (collectively, the “Reporting Persons”). Black Knight is the sole stockholder of BKFS Inc., which in turn is the sole member of BKFS LLC, which in turn is the sole member of InfoServ.

An agreement among the Reporting Persons on behalf of which this Schedule 13G/A was previously filed as an exhibit to the original Schedule 13G filing.

Item 2(b). Address of Principal Business Office or, if none, Residence:

The principal business office of each Reporting Person is:

601 Riverside Avenue

Jacksonville, FL 32204

Item 2(c). Citizenship:

Black Knight and BKFS Inc. are Delaware corporations. BKFS LLC and InfoServ are Delaware limited liability companies.

Item 2(d). Title of Class of Securities:

Common Stock, par value $0.0001 per share (“Common Stock”), of the Issuer

Item 2(e). CUSIP Number: 26484T106 

Item 3. Not applicable. 

Item 4. Ownership

(a)-(c) The responses of the Reporting Persons to Rows 5, 6, 7, 8, 9 and 11 in each of their respective cover pages which relate to the beneficial ownership of the Common Stock of the Issuer, as of December 31, 2023, are incorporated herein by reference. As of December 31, 2023, Black Knight beneficially owned an aggregate of 0 shares of Common Stock (which includes all of the shares of Common Stock owned by InfoServ), representing 0% of the shares of Common Stock outstanding.

Item 5. Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☒.

Item 6. Ownership of More Than Five Percent on Behalf of Another Person

Not applicable.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company

Not applicable.

Item 8. Identification and Classification of Members of the Group

Not applicable.

Item 9. Notice of Dissolution of Group

That certain letter agreement, dated as of June 30, 2020, by and among InfoServ, D&B Holdco, LLC, CC Star Holdings, LP, Bilcar, LLC and certain entities affiliated with Thomas H. Lee Partners, L.P. (collectively, the “Letter Agreement Parties”), pursuant to which the Letter Agreement Parties may have been deemed to constitute a “group” within the meaning of Section 13(d)(3) of the Exchange Act, terminated on June 30, 2023. Any filings required with respect to transactions in the Common Stock of the Issuer subsequent to that date are the responsibility of the Letter Agreement Parties in their individual capacities.

Item 10. Certification

Not applicable.

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: February 14, 2024

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