Younes Rudolph-Riad 4
4 · Artio Global Investors Inc. · Filed Apr 26, 2012
Insider Transaction Report
Form 4
Younes Rudolph-Riad
Head of International Equity
Transactions
- Exercise/Conversion
Class A common stock
2012-04-24+600,000→ 5,695,653 total - Exercise/Conversion
New Class A Units
2012-04-24−600,000→ 0 total→ Class A common stock (600,000 underlying) - Exercise/Conversion
Class B common stock
2012-04-24−600,000→ 0 total→ Class A common stock (600,000 underlying)
Footnotes (2)
- [F1]Pursuant to the Exchange Agreement (defined below), Mr. Younes exchanged 600,000 New Class A Units for 600,000 shares of Class A common stock on April 24, 2012. In connection therewith, on April 24, 2012, Mr. Younes delivered 600,000 shares of Class B common stock for cancellation. The Issuer entered into an exchange agreement (the "Exchange Agreement") with Mr. Younes on September 29, 2009. Pursuant to the Exchange Agreement, as amended, Mr. Younes (and certain of his permitted transferees, including the Younes Family Trust) are permitted to exchange their new class A units (the "New Class A Units") in Artio Global Holdings LLC for shares of the Issuer's Class A common stock on a one-for-one basis (each such exchange, an "Exchange"), subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications and other similar transactions. (see note 2)
- [F2]The New Class A Units represent membership interests in Artio Global Holdings LLC, a subsidiary of the Issuer. In connection with each Exchange, Mr. Younes must deliver, for cancellation, a number of shares of Class B common stock equal to the number of New Class A Units being Exchanged.