0001012975-18-000365.txt : 20180425
0001012975-18-000365.hdr.sgml : 20180425
20180425165551
ACCESSION NUMBER: 0001012975-18-000365
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180423
FILED AS OF DATE: 20180425
DATE AS OF CHANGE: 20180425
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MESSINA AL
CENTRAL INDEX KEY: 0001579162
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35733
FILM NUMBER: 18774982
MAIL ADDRESS:
STREET 1: C/O SILVERCREST ASSET MANAGEMENT INC.
STREET 2: 1330 AVENUE OF THE AMERICAS, 38TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Silvercrest Asset Management Group Inc.
CENTRAL INDEX KEY: 0001549966
STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282]
IRS NUMBER: 455146560
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1330 AVENUE OF THE AMERICAS, 38TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: 212-649-0600
MAIL ADDRESS:
STREET 1: 1330 AVENUE OF THE AMERICAS, 38TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
4
1
edgar.xml
PRIMARY DOCUMENT
X0306
4
2018-04-23
0001549966
Silvercrest Asset Management Group Inc.
SAMG
0001579162
MESSINA AL
SILVERCREST ASSET MANAGEMENT GROUP INC.
1330 AVE. OF THE AMERICAS, 38TH FLOOR
NEW YORK
NY
10019
1
0
0
0
Class B common stock, par value $0.01
2018-04-23
4
J
0
100
D
214977
D
Class A common stock, par value $0.01
2018-04-23
4
C
0
100
A
100
D
Class A common stock, par value $0.01
2018-04-23
4
S
0
100
15.40
D
0
D
Class B common stock, par value $0.01
2018-04-24
4
J
0
2694
D
212283
D
Class A common stock, par value $0.01
2018-04-24
4
C
0
2694
A
2694
D
Class A common stock, par value $0.01
2018-04-24
4
S
0
2694
15.3572
D
0
D
Class B common stock, par value $0.01
2018-04-25
4
J
0
2989
D
209294
D
Class A common stock, par value $0.01
2018-04-25
4
C
0
2989
A
2989
D
Class A common stock, par value $0.01
2018-04-25
4
S
0
2989
15.3989
D
0
D
Class B Units
2018-04-23
4
C
0
100
A
Class A common stock, par value $0.01
100
214977
D
Class B Units
2018-04-24
4
C
0
2694
A
Class A common stock, par value $0.01
2694
212283
D
Class B Units
2018-04-25
4
C
0
2989
A
Class A common stock, par value $0.01
2989
209294
D
When the holder of a Class B unit exchanges or forfeits such Class B unit pursuant to the terms of the amended and restated certificate of incorporation of Silvercrest Asset Management Group Inc. (the "Corporation") and the second amended and restated limited partnership agreement of Silvercrest L.P. (the "Amended LPA"), each corresponding share of Class B common stock is redeemed for its par value and cancelled by the company.
Represents the conversion by Mr. Messina of Class B units to Class A common stock pursuant to the exchange agreement entered into among the Corporation and holders of Class B units (the "Exchange Agreement").
This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 15, 2018.
The transaction was executed in multiple trades at prices ranging from $15.30 to $15.45. The price above reflects the weighted average price. Detailed information regarding the number of shares transacted at each separate price will be provided upon request by the Commission staff, the Issuer or a security holder of the Issuer.
The transaction was executed in multiple trades at prices ranging from $15.35 to $15.55. The price above reflects the weighted average price. Detailed information regarding the number of shares transacted at each separate price will be provided upon request by the Commission staff, the Issuer or a security holder of the Issuer.
Each class B unit is exchangeable for a share of Class A common stock of the Corporation, subject to the timing and volume limitations set forth in the Amended LPA.
Pursuant to the Exchange Agreement, so long as the holder is employed by Silvercrest L.P., each year in the period beginning on January 2, 2014, the holder and his permitted transferees may collectively exchange for shares of Class A common stock up to the number of vested Class B units that equals 20% of all Class B units such holder and his or her permitted transferees collectively hold as of the first day of that year, in accordance with the timing restrictions described in footnote 8 below. The holder must retain at least 25% of the number of Class B units held by the holder on July 2, 2013.
On or after January 2, 2014, holders of Class B units became permitted to sell shares of Class A common stock issued upon exchange of Class B units during the first 10-day period of the open trading window of each.
/s/ Lily C. Desmond - Attorney-in-Fact
2018-04-25