4//SEC Filing
Auspitz B. Reuben 4
Accession 0001209191-11-058279
CIK 0001524223other
Filed
Nov 28, 7:00 PM ET
Accepted
Nov 29, 6:26 AM ET
Size
15.1 KB
Accession
0001209191-11-058279
Insider Transaction Report
Form 4
Auspitz B. Reuben
Director
Transactions
- Other
Class A units
2011-11-23+3,809,731→ 3,809,731 total(indirect: By LLC)→ Class A Common Stock, $0.01 par value (3,809,731 underlying)
Footnotes (4)
- [F1]Represents Class A units of Manning & Napier Group, LLC ("Group") that are owned directly by M&N Group Holdings, LLC ("Group Holdings"). Group Holdings is owned as follows: (a) Class B units of Group Holdings representing approximately 99.7% of the issued and outstanding Class B units of Group Holdings, which represents approximately 23.6% of the voting and economic rights of Group Holdings, are owned by William Manning; (b) Class B units of Group Holdings representing approximately 0.3% of the issued and outstanding Class B units of Group Holdings, which represents approximately 0.1% of the voting and economic rights of Group Holdings, are owned by Richard Goldberg; (c) Class A units of Group Holdings representing approximately 83.9% of the issued and outstanding Class A units of Group Holdings, which represents approximately 64.0% of the voting and economic rights of Group Holdings, are owned by MNA Advisors, Inc. ("Advisors"); (continued in Footnote 2)
- [F2](d) Class A units of Group Holdings representing approximately 0.04% of the issued and outstanding Class A units of Group Holdings, which represents approximately 2.68% of the voting and economic rights of Group Holdings, are owned by M&N Advisory Advantage Corporation ("AAC"); (e) Class A units of Group Holdings representing less than 0.01% of the issued and outstanding Class A units of Group Holdings, which represents less than 0.01% of the voting and economic rights of Group Holdings, are owned by M&N Alternative Opportunities, Inc. (together with Advisors and AAC, the "Corporations"); and (f) Class A units of Group Holdings representing approximately 12.6% of the issued and outstanding Class A units of Group Holdings, which represents approximately (continued in Footnote 3)
- [F3]9.6% of the voting and economic rights of Group Holdings, are owned by Manning & Napier Associates, LLC . The number of derivative securities shown is the number of Class A units of Group directly owned by Group Holdings that are attributable to the interests of the Reporting Person as an owner of equity interests of each of the Corporations. Each Class A unit of Group represents the right to receive cash or one share of Class A common stock of the Issuer based on the selling schedule set forth in footnote (4) and in that certain Exchange Agreement, entered into as of November 23, 2011 (the "Exchange Agreement"), by and among the Issuer, Group Holdings, Manning & Napier Capital Company, LLC and the other parties thereto (filed as Exhibit 10.3 to Amendment No. 2 to the Issuer's Registration Statement on Form S-1 (File No. 333-175309)).
- [F4]Pursuant to the Exchange Agreement, Group Holdings, at the Reporting Person's direction, may elect to exchange: (a) up to 5% of the Class A units of Group attributable to the Reporting Person as of November 17, 2012; and (b) the remainder of such Class A units as of November 17, 2013.
Issuer
Manning & Napier, Inc.
CIK 0001524223
Entity typeother
Related Parties
1- filerCIK 0001534445
Filing Metadata
- Form type
- 4
- Filed
- Nov 28, 7:00 PM ET
- Accepted
- Nov 29, 6:26 AM ET
- Size
- 15.1 KB