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4//SEC Filing

BILTON STUART D 4

Accession 0000929638-09-001373

CIK 0001335249other

Filed

Aug 18, 8:00 PM ET

Accepted

Aug 19, 4:16 PM ET

Size

7.1 KB

Accession

0000929638-09-001373

Insider Transaction Report

Form 4
Period: 2009-08-10
BILTON STUART D
DirectorCEO Aston Asset Management LLC10% Owner
Transactions
  • Purchase

    Series B Convertible Preferred Stock

    2009-08-10+371.441,671,480 total(indirect: By SDB Aston, Inc.)
    Exercise: $5.00Common Stock (1,671,480 underlying)
Footnotes (4)
  • [F1]The Preferred Stock is convertible at Bilton's option (i) if the Company elects to redeem the Preferred Stock in the event that the last sale price for the Common Stock of Highbury Financial Inc. (the "Company") exceeds $8.50 per share for any 20 trading days in a 30-trading day period; (ii) upon a liquidation of the Company; (iii) upon a change of control of the Company; (iv) upon the termination or other relinquishment of asset management contracts with Aston Asset Management LLC ("Aston"), which represents more than 50% of the aggregate revenues of Aston for the 12-month period preceding such transaction; or (v) upon the termination of employment of Bilton with Aston as a result of death, permanent incapacity, termination without cause or retirement. Bilton may elect to convert up to 10% of the aggregate number of shares of Preferred Stock initially issued to him during the 12-month period commencing April 20, 2011 and each 12-month period thereafter.
  • [F2]Subject to adjustment on account of any stock splits, stock dividends or similar events affecting the Preferred Stock.
  • [F3]Mr. Bilton is the sole shareholder of SDB Aston, Inc., which is the record holder of the Preferred Stock.
  • [F4]Expiration Date for Preferred Stock is perpetual.

Issuer

HIGHBURY FINANCIAL INC

CIK 0001335249

Entity typeother

Related Parties

1
  • filerCIK 0001017629

Filing Metadata

Form type
4
Filed
Aug 18, 8:00 PM ET
Accepted
Aug 19, 4:16 PM ET
Size
7.1 KB