SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
ZIEGLER ANDREW A

(Last) (First) (Middle)
C/O ARTISAN PARTNERS ASSET MGMT INC.
875 E. WISCONSIN AVE, SUITE 800

(Street)
MILWAUKEE WI 53202

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Artisan Partners Asset Management Inc. [ APAM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/09/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class C Common Stock, par value $0.01 per share(1) 03/09/2015 D(2) 1,227,525(2)(3) D $0.00 6,955,973 I By Artisan Investment Corporation(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class D Common Units of Artisan Partners Holdings LP (2) 03/09/2015 D(2) 1,227,525(2)(3) (3) (3) Class A Common Stock, par value $0.01 per share 1,227,525 $46.08(2) 6,995,973 I By Artisan Investment Corporation(4)
1. Name and Address of Reporting Person*
ZIEGLER ANDREW A

(Last) (First) (Middle)
C/O ARTISAN PARTNERS ASSET MGMT INC.
875 E. WISCONSIN AVE, SUITE 800

(Street)
MILWAUKEE WI 53202

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ARTISAN INVESTMENT CORP

(Last) (First) (Middle)
875 E. WISCONSIN AVENUE, SUITE 800

(Street)
MILWAUKEE WI 53202

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ZFIC, Inc.

(Last) (First) (Middle)
875 E. WISCONSIN AVENUE, SUITE 800

(Street)
MILWAUKEE WI 53202

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ZIEGLER CARLENE M

(Last) (First) (Middle)
875 E. WISCONSIN AVENUE, SUITE 800

(Street)
MILWAUKEE WI 53202

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. In connection with the initial public offering of Artisan Partners Asset Management Inc. (the "Company") and the related reorganization transactions, on March 12, 2013, Artisan Investment Corporation ("AIC") received a number of shares of Class C common stock, par value $0.01 per share ("Class C Common Stock"), of the Company equal to the number of Class D common units ("Class D Common Units") then held by AIC. Shares of Class C Common Stock have no economic rights.
2. On March 9, 2015, pursuant to the Partnership Unit Purchase Agreement dated February 19, 2015, by and between the Company and AIC, the Company purchased 1,227,525 Class D Common Units from AIC for $46.08 per unit and AIC delivered to the Company an equal number of shares of Class C Common Stock for cancellation.
3. Pursuant to the Exchange Agreement among the Company and each holder of limited partnership units of Artisan Partners Holdings LP (the "Exchange Agreement"), dated March 12, 2013, AIC has the right, pursuant to and subject to the limitations and restrictions set forth in the Exchange Agreement, to exchange its Class D Common Units for an equal number of shares of Class A common stock, par value $0.01 per share ("Class A Common Stock"), of the Company. Upon any such exchange for Class A Common Stock, the corresponding shares of Class C Common Stock then owned by AIC will be cancelled. The Class D Common Units have no expiration date.
4. These shares and units, as applicable, are owned directly by AIC. All of the outstanding capital stock of AIC is owned directly by ZFIC, Inc. The reporting person and his spouse own all of the voting shares of ZFIC, Inc. The nonvoting shares of ZFIC, Inc. are owned by trusts, the sole beneficiaries of which are immediate family members of the reporting person.
Remarks:
/s/ Lisa A. Moran, attorney-in-fact for Andrew A. Ziegler 03/10/2015
/s/ Lisa A. Moran, attorney-in-fact for Artisan Investment Corp 03/10/2015
/s/ Lisa A. Moran, attorney-in-fact for ZFIC, Inc 03/10/2015
/s/ Lisa A. Moran, attorney-in-fact for Carlene M. Ziegler 03/10/2015
** Signature of Reporting Person Date
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