0001209191-23-043230.txt : 20230724
0001209191-23-043230.hdr.sgml : 20230724
20230724170016
ACCESSION NUMBER: 0001209191-23-043230
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230722
FILED AS OF DATE: 20230724
DATE AS OF CHANGE: 20230724
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PASCHAL-ALCORN LISA JO
CENTRAL INDEX KEY: 0001870017
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40645
FILM NUMBER: 231105640
MAIL ADDRESS:
STREET 1: 180 N. STETSON AVENUE, SUITE 4600
CITY: CHICAGO
STATE: IL
ZIP: 60601
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: RYAN SPECIALTY HOLDINGS, INC.
CENTRAL INDEX KEY: 0001849253
STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 180 NORTH STETSON AVENUE, SUITE 4600
CITY: CHICAGO
STATE: IL
ZIP: 60601
BUSINESS PHONE: (646) 604-3935
MAIL ADDRESS:
STREET 1: 180 NORTH STETSON AVENUE, SUITE 4600
CITY: CHICAGO
STATE: IL
ZIP: 60601
FORMER COMPANY:
FORMER CONFORMED NAME: RYAN SPECIALTY GROUP HOLDINGS, INC.
DATE OF NAME CHANGE: 20210511
FORMER COMPANY:
FORMER CONFORMED NAME: MAVERICK SPECIALTY, INC.
DATE OF NAME CHANGE: 20210304
4
1
doc4.xml
FORM 4 SUBMISSION
X0508
4
2023-07-22
0
0001849253
RYAN SPECIALTY HOLDINGS, INC.
RYAN
0001870017
PASCHAL-ALCORN LISA JO
TWO PRUDENTIAL PLAZA
180 N. STETSON AVE.
CHICAGO
IL
60601
0
1
0
0
See Remarks
0
Class B Common Stock
2023-07-22
4
M
0
11531
A
157317
D
Class B Common Stock
2023-07-22
4
F
0
3379
D
153938
D
Restricted LLC Units
2023-07-22
4
M
0
11531
0.00
D
Class A Common Stock
11531
34595
D
Common Units
2023-07-22
4
M
0
11531
0.00
A
Class A Common Stock
11531
157317
D
Common Units
2023-07-22
4
F
0
3379
45.91
D
Class A Common Stock
3379
153938
D
Shares of Class B common stock, par value $0.001 per share, ("Class B Common Stock") do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class B Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. Upon exchange of Common Units ("Common Units") of New Ryan Specialty, LLC that are held by the Reporting Person and reported in Table II hereof, for an equal number of shares of Class A common stock, par value $0.001 ("Class A Common Stock") of the Issuer, an equal number of shares of the Issuer's Class B Common Stock will be cancelled for no consideration.
Class B Common Stock is issued on a one for one basis for each Common Unit issued to the Reporting Person upon vesting of the Reporting Person's Restricted LLC Units.
On July 23, 2021, the Reporting Person was Granted 57,657 Restricted LLC Units which vest 20% on each of July 22, 2022 through July 22, 2026. Such grant was approved by the Board of the Issuer for purposes of Rule 16(b)(3). Each Restricted LLC Unit represents a contingent right to receive one Common Unit. The Common Units are exchangeable on a one-for-one basis for Class A Common Stock, subject to customary adjustments.
Pursuant to the Amended and Restated Limited Liability Company Agreement of New Ryan Specialty, LLC, as amended, the Reporting Person may exchange all or a portion of such person's Common Units (together with the delivery of an equal number of shares of Class B Common Stock) for shares of Class A Common Stock of the Issuer on a one-for-one basis, subject to customary adjustments, or, at the option of the Issuer, cash (based on the then-market value of the Class A Common Stock). The Common Units do not expire.
Senior Vice President and Chief Human Resource Officer
/s/ Mark S. Katz by Power of Attorney
2023-07-24