FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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OMB Number: 3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

LANDMAN WILLIAM		 2. Issuer Name and Ticker or Trading Symbol

Zeta Global Holdings Corp. [ ZETA ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

308 E. LANCASTER AVENUE, SUITE 300		 3. Date of Earliest Transaction (MM/DD/YYYY)

10/1/2022
(Street)

WYNNEWOOD, PA 19096
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
 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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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
Class A Common Stock 10/1/2022  A  3782 (1)A$6.61 46400 D  
Class A Common Stock         1940 I By Capital Management Systems, LLC 
Class A Common Stock         1303533 I By CMS Back-End Entity VII-A, L.P. 
Class A Common Stock         36676 I By CMS Holdco, LLC 
Class A Common Stock         1850 I By CMS Sub Management Company 
Class A Common Stock         185 I By MSPS Platinum, Inc. 
Class A Common Stock         200000 I By CMS Platinum Fund, L.P. (2)
Class A Common Stock         405156 I By CMS/CAIVIS Partners (3)
Class A Common Stock         47895 I By Mainline Special Opportunities Fund, LP (4)
Class A Common Stock         607165 I By Spouse 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)		2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
(1) Represents payment of the reporting person's quarterly retainer for director services in the form of restricted stock pursuant to Issuer's 2021 Incentive Award Plan. The restricted stock vests as to 25% of the award one year from the grant date and as to the remaining 75% in four equal quarterly installments beginning on the first anniversary of the grant date.
(2) Securities held directly by CMS, of which CMS Platinum Associates, L.P. is general partner, and then MSPS Platinum, Inc. is the general partner of CMS Platinum Associates, L.P. William Landman is a director and executive officer of MSPS Platinum, Inc. Each of MSPS Platinum, Inc., CMS Platinum Associates, L.P. and Mr. Landman disclaims beneficial ownership of the shares held directly by CMS except to the extent of their pecuniary interest therein, if any.
(3) Securities held directly by CMS/CAIVIS Partners, a Pennsylvania general partnership, of which Mr. Landman is a partner. Mr. Landman disclaims beneficial ownership of the shares held directly by CMS/CAIVIS Partners except to the extent of his pecuniary interest therein, if any.
(4) Securities held directly by MainLine Special Opportunities Fund, L.P. ("MainLine"), of which MainLine SO Associates, L.P. is general partner, and then MainLine SO GP, LLC is the general partner of MainLine's general partner. Mr. Landman is MainLine SO GO, LLC's manager. Mr. Landman, MainLine SO GP, LLC and MainLine SO Associates, L.P. disclaim beneficial ownership of the shares held directly by MainLine except to the extent of their pecuniary interest therein, if any.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
LANDMAN WILLIAM
308 E. LANCASTER AVENUE, SUITE 300
WYNNEWOOD, PA 19096		X
Signatures
/s/ Steven Vine, Attorney-In-Fact10/4/2022
**Signature of Reporting PersonDate
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 control number.
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