Form Type: 4

Accession Number:	0001209191-20-002391
Date:	2020-01-06
Issuer:	ZAYO GROUP HOLDINGS, INC. (ZAYO)
Original Submission Date:

Reporting Person:

GIPS DONALD H
1821 30TH STREET, UNIT A
BOULDER, CO 80301

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of Security	Transaction Date	2a. Deemed Execution Date	Transaction Code	Shares	Acquired or Disposed	Price per share	5. Amount of Securities Beneficially Owned Following Reported Transaction	6. Ownership Form Direct or Indirect	Nature of Indirect Ownership

Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security	Conversion or Exercise Price of Derivative Security	Transaction Date	Deemed Execution Date	Transaction Code	Number of Derivative Securities Acquired (A) or Disposed of (D)	Date Exercisable	Expiration Date	Title and Amount of Securities Underlying Derivative Security	Price of Derivative Security	Number of derivative Securities Beneficially Owned Following Reported Transaction(s)	Ownership Form: Direct (D) or Indirect (I)	Nature of Indirect Beneficial Ownership
RESTRICTED STOCK UNITS	0.0	2020-01-06	deemed execution date	A	2,258 (a)			common stock 2,258	$0.00	2,258	direct

Footnotes
ID	footnote
f1	each part c restricted stock unit represents a contingent right to receive one share of zayo group holdings, inc. common stock.
f2	the restricted stock units vest in full on march 31, 2020.

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