4//SEC Filing
HOUGH RICHARD R III 4
Accession 0000899243-23-019193
CIK 0001549966other
Filed
Sep 14, 8:00 PM ET
Accepted
Sep 15, 8:47 PM ET
Size
15.3 KB
Accession
0000899243-23-019193
Insider Transaction Report
Form 4
HOUGH RICHARD R III
DirectorPresident and COO
Transactions
- Tax Payment
Class B Common Stock, par value $0.01
2023-09-13$17.67/sh−83,328$1,472,406→ 608,168 total - Exercise/Conversion
Class B Units
2023-09-13+105,398→ 691,496 total→ Class A Common Stock, par value $0.01 (105,398 underlying) - Exercise/Conversion
Class B Common Stock, par value $0.01
2023-09-13$13.97/sh+105,398$1,472,410→ 691,496 total - Exercise/Conversion
Employee Stock Option (right to buy)
2023-09-13−105,398→ 0 totalExercise: $13.97Exp: 2023-10-01→ See footnote (105,398 underlying) - Tax Payment
Class B Units
2023-09-13−83,328→ 608,168 total→ Class A Common Stock, par value $0.01 (83,328 underlying)
Footnotes (6)
- [F1]The option vested in three equal installments beginning on October 1, 2019.
- [F2]Each option is to purchase a Class B Unit in Silvercrest L.P., each of which is paired with a share of Class B Common Stock of Silvercrest Asset Management Group Inc. (the "Company"). The Class B Units are exchangeable on a one-for-one basis for Class A Common Stock of the Company upon the terms and subject to the conditions set forth in the Exchange Agreement (the "Exchange Agreement"), dated as of June 26, 2014. Class B Common Stock corresponding to the Class B Units are automatically cancelled upon such conversion.
- [F3]When the holder of a Class B Unit exchanges or forfeits such Class B Unit pursuant to the terms of the amended and restated certificate of incorporation of the Company and the second amended and restated limited partnership agreement of Silvercrest L.P. (the "Amended LPA"), each corresponding share of Class B common stock is redeemed for its par value and cancelled by the Company.
- [F4]Each Class B Unit is exchangeable for a share of Class A common stock of the Company, subject to the timing and volume limitations set forth in the Amended LPA.
- [F5]Pursuant to the Exchange Agreement, so long as the holder is employed by Silvercrest L.P., each year in the period beginning on January 2, 2014, the holder and his permitted transferees may collectively exchange for shares of Class A common stock up to the number of vested Class B units that equals 20% of all Class B units such holder and his or her permitted transferees collectively hold as of the first day of that year, in accordance with the timing restrictions described in footnote 6 below. The holder must retain at least 25% of the number of Class B units held by the holder on July 2, 2013.
- [F6]Holders of Class B units are permitted to sell shares of Class A common stock issued upon exchange of Class B units during the first 10-day period of the open trading window of each quarter.
Documents
Issuer
Silvercrest Asset Management Group Inc.
CIK 0001549966
Entity typeother
Related Parties
1- filerCIK 0001560880
Filing Metadata
- Form type
- 4
- Filed
- Sep 14, 8:00 PM ET
- Accepted
- Sep 15, 8:47 PM ET
- Size
- 15.3 KB