0000895345-21-001083.txt : 20211223 0000895345-21-001083.hdr.sgml : 20211223 20211223160015 ACCESSION NUMBER: 0000895345-21-001083 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20211223 DATE AS OF CHANGE: 20211223 GROUP MEMBERS: CONVERSANT GP HOLDINGS LLC GROUP MEMBERS: CONVERSANT OPPORTUNITY MASTER FUND LP GROUP MEMBERS: MICHAEL SIMANOVSKY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: P10, Inc. CENTRAL INDEX KEY: 0001841968 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-93016 FILM NUMBER: 211517087 BUSINESS ADDRESS: STREET 1: 4514 COLE AVENUE, SUITE 1600 CITY: DALLAS STATE: TX ZIP: 75205 BUSINESS PHONE: (214) 999-6063 MAIL ADDRESS: STREET 1: 4514 COLE AVENUE, SUITE 1600 CITY: DALLAS STATE: TX ZIP: 75205 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Conversant Capital LLC CENTRAL INDEX KEY: 0001850901 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 25 DEFOREST AVENUE, 3RD FLOOR CITY: SUMMIT STATE: NJ ZIP: 07901 BUSINESS PHONE: 9175153729 MAIL ADDRESS: STREET 1: 25 DEFOREST AVENUE, 3RD FLOOR CITY: SUMMIT STATE: NJ ZIP: 07901 SC 13G 1 ff694927_13g-p10.htm





UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Amendment No. __)*
UNDER THE SECURITIES EXCHANGE ACT OF 1934

P10, Inc.
(Name of Issuer)
Class A Common Stock, $0.001 par value per share
(Title of Class of Securities)
69376K106
(CUSIP Number)
December 13, 2021
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
Rule 13d-1(b)
 
Rule 13d-1(c)
 
Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).



CUSIP No.
69376K106
 

1
NAMES OF REPORTING PERSONS
 
 
 
The Conversant Opportunity Master Fund LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)☐
   
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
 
1,333,340
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
1,333,340
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
1,333,340
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
 
5.8%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 PN
 
 
 
 




CUSIP No.
69376K106
 

1
NAMES OF REPORTING PERSONS
 
 
 
Conversant GP Holdings LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)☐
   
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
 
1,333,340
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
1,333,340
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
1,333,340
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
 
5.8%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 OO
 
 
 
 




CUSIP No.
69376K106
 

1
NAMES OF REPORTING PERSONS
 
 
 
Conversant Capital LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)☐
   
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
 
1,333,340
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
1,333,340
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
1,333,340
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
 
5.8%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 
OO, IA
 
 
 
 




CUSIP No.
69376K106
 

1
NAMES OF REPORTING PERSONS
 
 
 
Michael Simanovsky
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)☐
   
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
 
1,333,340
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
1,333,340
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
1,333,340
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
 
5.8%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 IN
 
 
 
 





Item 1(a)
Name of Issuer
   
 
The name of the issuer is P10, Inc. (the “Company”).

Item 1(b)
Address of Issuer’s Principal Executive Offices
   
 
The Company’s principal executive offices are located at 4514 Cole Ave., Suite 1600, Dallas, TX 75205.

Item 2(a)
Name of Person Filing
   
  This statement is filed by:
   
 
(i)
The Conversant Opportunity Master Fund LP, a Cayman Islands exempted limited partnership (“Opportunity Master”);
     
 
(ii)
Conversant GP Holdings LLC, a Delaware limited liability company (“Conversant GP”), which serves as the general partner of Opportunity Master;
     
 
(iii)
Conversant Capital LLC, a Delaware limited liability company (“Conversant Capital”), which serves as the investment manager to Opportunity Master; and
     
 
(iv)
Michael Simanovsky, an individual, who serves as sole managing member of Conversant GP and Conversant Capital.

  Opportunity Master, Conversant GP, Conversant Capital, and Mr. Simanovsky are hereinafter sometimes collectively referred to as the “Reporting Persons.” Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.
 
  The Reporting Persons are filing this statement jointly with respect to the same securities as contemplated by Rule 13d-1(k)(1), not as members of a group.

Item 2(b)
Address of Principal Business Office or, if None, Residence
   
 
The principal business address for each of the Reporting Persons is 25 Deforest Ave., Summit, NJ 07901.

Item 2(c)
Citizenship
   
 
Opportunity Master is organized under the laws of the Cayman Islands.  Conversant GP and Conversant Capital are organized under the laws of the State of Delaware.  Mr. Simanovsky is a citizen of the United States of America.

Item 2(d)
Title of Class of Securities
   
 
Class A Common Stock, $0.001 par value per share (“Class A Common Stock”).




Item 2(e)
CUSIP No.
   
 
The CUSIP number for the Class A Common Stock is 69376K106.

Item 3.
If This Statement Is Filed Pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing is a:
 
     
 
 
Item 4.
Not Applicable.
 
Ownership
   
 
The information in Items 5 through 9 and Item 11 on the cover pages to this Schedule 13G is hereby incorporated by reference.

The percentages used herein are calculated based upon 23,000,000 shares of Class A Common Stock reported to be outstanding on November 22, 2021 in the Quarterly Report on Form 10-Q filed by the Company with the Securities and Exchange Commission on November 22, 2021.

Item 5.
Ownership of Five Percent or Less of a Class
   
  Not Applicable.

Item 6.
Ownership of More Than Five Percent on Behalf of Another Person
   
  Not Applicable.

Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company
   
  The information in Items 2 and 4 is hereby incorporated by reference.

Item 8.
Identification and Classification of Members of the Group
   
  Not Applicable.

Item 9.
Notice of Dissolution of Group
   
  Not Applicable.

Item 10.
Certification
   
 
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.






SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated:  December 23, 2021

 
CONVERSANT OPPORTUNITY MASTER FUND LP
 
 
 
 
 
By:
Conversant GP Holdings LLC
 
/s/ Michael Simanovsky
 
 
 
Name:  
Michael Simanovsky
 
 
 
Title:
Managing Member
 
 
 
 
 
 
 
 
CONVERSANT GP HOLDINGS LLC
 
 
 
 
 
By:
/s/ Michael Simanovsky
 
 
 
Name:
Michael Simanovsky
 
 
 
Title:
Managing Member
 
 
 
 
 
 
 
 
CONVERSANT CAPITAL LLC
 
 
 
 
 
By:
/s/ Michael Simanovsky
 
 
 
Name:
Michael Simanovsky
 
 
 
Title:
Managing Member
 
 
 
 
 
 
MICHAEL SIMANOVSKY
 
 
 
 
/s/ Michael Simanovsky
 
 
 
   
 



Exhibit 99.1
JOINT FILING AGREEMENT
PURSUANT TO RULE 13d-1(k)
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G in respect of the Class A Common Stock of Bridge Investment Group Holdings Inc. is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements.  The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein or therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
EXECUTED December 23, 2021
 
CONVERSANT OPPORTUNITY MASTER FUND LP
 
 
 
 
 
By:
Conversant GP Holdings LLC
 
/s/ Michael Simanovsky
 
 
 
Name:  
Michael Simanovsky
 
 
 
Title:
Managing Member
 
 
 
 
 
 
 
 
CONVERSANT GP HOLDINGS LLC
 
 
 
 
 
By:
/s/ Michael Simanovsky
 
 
 
Name:
Michael Simanovsky
 
 
 
Title:
Managing Member
 
 
 
 
 
 
 
 
CONVERSANT CAPITAL LLC
 
 
 
 
 
By:
/s/ Michael Simanovsky
 
 
 
Name:
Michael Simanovsky
 
 
 
Title:
Managing Member
 
 
 
 
 
 
MICHAEL SIMANOVSKY
 
 
 
 
/s/ Michael Simanovsky