Cannae Holdings Files Proxy for DNB Sale

TL;DR

Cannae Holdings (CNNE) is selling DNB, proxy filing out.

AI Summary

Cannae Holdings, Inc. filed a DEFA14A on August 27, 2025, related to a sale of DNB. The filing details the company's principal executive offices located at 1701 Village Center Circle, Las Vegas, Nevada, 89134, with a contact phone number of (702) 323-7330. This filing is a definitive proxy statement concerning the sale of DNB.

Why It Matters

This filing indicates a significant corporate action, the sale of DNB, which could impact Cannae Holdings' future business strategy and financial performance.

Risk Assessment

Risk Level: medium — The filing concerns a sale of a business unit, which inherently carries risks related to valuation, integration, and future strategic direction.

Key Numbers

• 1231 — Fiscal Year End (Indicates the end of the company's financial reporting year.)

Key Players & Entities

• Cannae Holdings, Inc. (company) — Filer
• DNB (company) — Asset being sold
• 1701 Village Center Circle, Las Vegas, Nevada, 89134 (location) — Principal Executive Offices
• 0001704720-25-000103 (filing_id) — Accession Number

FAQ

Key Financial Figures

• $0.0001 — Which Registered Cannae Common Stock, $0.0001 par value CNNE New York Stock Exchange
• $7.7 billion — Bradstreet) in a transaction valued at $7.7 billion (the DB Sale). At closing of the DB Sal
• $9.15 — e, Dun Bradstreet shareholders received $9.15 in cash for each share of DB common sto
• $540.3 million — ts in DB for aggregate cash proceeds of $540.3 million (the DB Disposition) and no longer hold

Filing Documents

• cnnedefa14asaleofdnbaug2025.htm (DEFA14A) — 35KB
• exhibit991pressreleasedate.htm (EX-99.1) — 26KB
• exhibit992unauditedpro-for.htm (EX-99.2) — 156KB
• 0001704720-25-000103.txt ( ) — 218KB

01. Completion of Acquisition or Disposition of Assets

Item 2.01. Completion of Acquisition or Disposition of Assets. On August 26, 2025, Clearlake Capital Group, L.P. completed its previously announced acquisition of Dun Bradstreet Holdings, Inc. (DB or Dun Bradstreet) in a transaction valued at $7.7 billion (the DB Sale). At closing of the DB Sale, Dun Bradstreet shareholders received $9.15 in cash for each share of DB common stock they owned. In conjunction with the DB Sale, Cannae Holdings, Inc. (the Company) disposed of all of its equity interests in DB for aggregate cash proceeds of $540.3 million (the DB Disposition) and no longer holds any ownership interest in DB. Additional information regarding the DB Sale can be found in DB's filings with the Securities and Exchange Commission.

01. Other Events

Item 8.01. Other Events. Press Release On August 26, 2025, the Company issued a press release announcing the completion of the DB Disposition and certain other Company initiatives and events, including the scheduled date of the Company's annual meeting of shareholders. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. 2025 Annual Meeting of Shareholders The Company has scheduled the Company's 2025 annual meeting of shareholders (2025 Annual Meeting) for December 12, 2025. Further information about the 2025 Annual Meeting will be specified in the Company's proxy statement for the 2025 Annual Meeting. Because the date of the 2025 Annual Meeting is more than thirty (30) days after the anniversary of the Company's 2024 annual meeting of shareholders (the 2024 Annual Meeting), the Company has set a new deadline for the receipt of shareholder proposals submitted for the 2025 Annual Meeting pursuant to Rule 14a-8 (Rule 14a-8) under the Securities Exchange Act of 1934, as amended (the Exchange Act). If a shareholder desires to present a proposal for inclusion in the Company's proxy statement for the 2025 Annual Meeting pursuant to Rule 14a-8, the proposal must be submitted in writing to the Company at 1701 Village Center Circle, Las Vegas, NV 89134 no later than September 5, 2025, which is ten (10) days following the date hereof and the date that the Company has determined to be a reasonable time before the Company plans to begin printing and mailing its proxy materials. Additionally, to be included in the Company's proxy materials, proposals must also comply with the rules and regulations of the Securities and Exchange Commission. In addition, pursuant to the Company's bylaws (the Bylaws), if the 2025 Annual Meeting is held more than thirty (30) days after the anniversary of the 2024 Annual Meeting, notice of any director nomination(s) or other proposal(s) that any sharehol

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (b) Pro forma financial information. The unaudited pro forma financial information of the Company giving effect to the DB Disposition is attached hereto as Exhibit 99.2. (d) Exhibits Exhibit Description 99.1 Press release dated August 26, 2025 99.2 Unaudited pro forma financial information 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Cannae Holdings, Inc. Date August 26, 2025 By s Michael L. Gravelle Name Michael L. Gravelle Title Executive Vice President, General Counsel and Corporate Secretary

View Full Filing

View this DEFA14A filing on SEC EDGAR