4//SEC Filing
McGranahan John Russell 4
Accession 0001104659-22-127075
CIK 0001651052other
Filed
Dec 13, 7:00 PM ET
Accepted
Dec 14, 7:51 PM ET
Size
10.0 KB
Accession
0001104659-22-127075
Insider Transaction Report
Form 4
McGranahan John Russell
General Counsel
Transactions
- Award
Incentive Units in Focus Financial Partners, LLC
2022-12-12+29,741→ 29,741 total(indirect: By Trust)Exercise: $37.59→ Class A Common Stock - Award
Common Units in Focus Financial Partners, LLC
2022-12-12+11,306→ 28,047 total→ Class A Common Stock (11,306 underlying)
Footnotes (7)
- [F1]Each incentive unit in Focus Financial Partners, LLC ("Focus LLC") entitles the holder to receive distributions from Focus LLC if the aggregate distributions made by Focus LLC in respect of each common unit issued and outstanding on or prior to date of the grant of the incentive unit exceeds a specified amount, referred to as the hurdle amount. The hurdle amount is set at the time of grant and typically represents the estimated fair value of a common unit on the date of grant. The figure reflected in column 2 is the hurdle amount assigned to each incentive award.
- [F2]Unvested incentive units will, at vesting, become exchangeable, subject to certain restrictions in the Fourth Amended and Restated Operating Agreement of Focus LLC, for (i) a number of shares of the Issuer's Class A common stock that takes into account the then-current value of the Issuer's Class A common stock and such incentive units' aggregate hurdle amount or, (ii) at the election of the Issuer, cash. The acquisition of the derivative securities was exempt from Section 16 of the Securities Exchange Act of 1934, as amended.
- [F3]These incentive units will vest in four equal installments on each anniversary of December 12, 2022. Incentive units do not expire.
- [F4]Vested common units are exchangeable, subject to certain restrictions in the Fourth Amended and Restated Operating Agreement of Focus LLC, for (i) an equal number of shares of the Issuer's Class A common stock or, (ii) at the election of the Issuer, cash. The acquisition of the derivative securities was exempt from Section 16 of the Securities Exchange Act of 1934, as amended.
- [F5]These common units will vest in four equal installments on each anniversary of December 12, 2022.
- [F6]Represents securities held by the McGranahan Family 2021 Legacy Trust, an irrevocable grantor trust established by the reporting person for the benefit of certain family members. The reporting person disclaims beneficial ownership of the securities owned by the trust except to the extent of her indirect pecuniary interest therein.
- [F7]Includes 26,264 unvested common units.
Documents
Issuer
Focus Financial Partners Inc.
CIK 0001651052
Entity typeother
Related Parties
1- filerCIK 0001796907
Filing Metadata
- Form type
- 4
- Filed
- Dec 13, 7:00 PM ET
- Accepted
- Dec 14, 7:51 PM ET
- Size
- 10.0 KB