4//SEC Filing
Pzena Investment Management, Inc. 4
Accession 0001140361-15-000443
CIK 0001399249operating
Filed
Jan 4, 7:00 PM ET
Accepted
Jan 5, 4:44 PM ET
Size
9.4 KB
Accession
0001140361-15-000443
Insider Transaction Report
Form 4
Bachman Gary J
Chief Financial Officer
Transactions
- Award
Restricted Class B Units
2015-01-01$9.46/sh+10,570$99,992→ 10,570 total→ Class A common stock, par value $0.01 (10,570 underlying) - Award
Restricted Class B common stock, par value $0.000001
2015-01-01$9.46/sh+10,570$99,992→ 10,570 total
Holdings
- 44,484
Class A common stock, par value $0.01
Footnotes (4)
- [F1]Each holder of a Class B Unit of Pzena Investment Management, LLC (the "Operating Company") is also issued one share of Pzena Investment Management, Inc.'s (the "Issuer") Class B common stock, par value $0.000001 per share, in exchange for the par value thereof. Holders of Class B common stock are not entitled to participate in any dividends or other distributions made by the Issuer to holders of its capital stock, except for the right to receive the par value thereof upon the Issuer's liquidation or dissolution.
- [F2]Granted in connection with the Reporting Person's Class B membership in the Operating Company, effective January 1, 2015. The Class B Units, and related Class B common stock, vest ratably over a four year period, beginning on the first anniversary of the date of grant.
- [F3]Based on the closing price of the Issuer's Class A common stock on December 31, 2014.
- [F4]Represents units of the Operating Company that were reclassified as "Class B Units" of the Operating Company on a one-for-one basis in connection with the amendment and restatement of the Operating Company's operating agreement as of October 30, 2007 ("the Amended Pzena LLC Agreement"), among the Issuer, as the Managing Member of the Operating Company and the holder of certain units of the Operating Company, and the holders of such reclassified units of the Operating Company. Pursuant to the Amended Pzena LLC Agreement, each Class B Unit is exchangeable for a share of Class A common stock of the Issuer subject to the timing and volume limitations set forth in the Amended Pzena LLC Agreement.
Documents
Issuer
Pzena Investment Management, Inc.
CIK 0001399249
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001399249
Filing Metadata
- Form type
- 4
- Filed
- Jan 4, 7:00 PM ET
- Accepted
- Jan 5, 4:44 PM ET
- Size
- 9.4 KB