Filing Details
- Accession Number:
- 0001193805-21-001500
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2021-10-27 17:55:46
- Reporting Period:
- 2021-10-25
- Accepted Time:
- 2021-10-27 17:55:46
- SEC Url:
- Form 4 Filing
Issuer
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1888782 | M. Nell Blatherwick | C/O P10, Inc. 4514 Cole Avenue, Suite 1600 Dallas TX 75205 | No | No | No | Yes | |
| 1888941 | I. Alexander Abell | C/O P10, Inc. 4514 Cole Avenue, Suite 1600 Dallas TX 75205 | No | No | No | Yes | |
| 1888953 | M. David Mccoy | C/O P10, Inc. 4514 Cole Avenue, Suite 1600 Dallas TX 75205 | No | No | No | Yes | |
| 1889108 | Michael Feinglass | C/O P10, Inc. 4514 Cole Avenue, Suite 1600 Dallas TX 75205 | No | No | No | Yes | |
| 1889330 | Rowan Andrew Nelson | C/O P10, Inc. 4514 Cole Avenue, Suite 1600 Dallas TX 75205 | No | No | No | Yes | |
| 1889693 | Thomas P. Danis, Jr. Revocable Living Trust Dated March 10, 2003 | C/O P10, Inc. 4514 Cole Avenue, Suite 1600 Dallas TX 75205 | No | No | No | Yes |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Acquisiton | 2021-10-25 | 112,603 | $0.00 | 112,603 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2021-10-25 | 112,603 | $12.00 | 0 | No | 4 | S | Direct | |
| Class A Common Stock | Acquisiton | 2021-10-25 | 474,540 | $0.00 | 474,540 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2021-10-25 | 474,540 | $12.00 | 0 | No | 4 | S | Direct | |
| Class A Common Stock | Acquisiton | 2021-10-25 | 474,540 | $0.00 | 474,540 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2021-10-25 | 474,540 | $12.00 | 0 | No | 4 | S | Direct | |
| Class A Common Stock | Acquisiton | 2021-10-25 | 474,540 | $0.00 | 474,540 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2021-10-25 | 474,540 | $12.00 | 0 | No | 4 | S | Direct | |
| Class A Common Stock | Acquisiton | 2021-10-25 | 313,679 | $0.00 | 313,679 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2021-10-25 | 313,679 | $12.00 | 0 | No | 4 | S | Direct | |
| Class A Common Stock | Acquisiton | 2021-10-25 | 152,818 | $0.00 | 152,818 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2021-10-25 | 152,818 | $12.00 | 0 | No | 4 | S | Direct | |
| Class A Common Stock | Acquisiton | 2021-10-25 | 152,818 | $0.00 | 152,818 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2021-10-25 | 152,818 | $12.00 | 0 | No | 4 | S | Direct | |
| Class A Common Stock | Acquisiton | 2021-10-25 | 112,603 | $0.00 | 112,603 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2021-10-25 | 112,603 | $12.00 | 0 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | C | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Class A Common Stock | Class B Common Stock | Disposition | 2021-10-25 | 112,603 | $0.00 | 112,603 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2021-10-25 | 474,540 | $0.00 | 474,540 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2021-10-25 | 474,540 | $0.00 | 474,540 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2021-10-25 | 474,540 | $0.00 | 474,540 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2021-10-25 | 313,679 | $0.00 | 313,679 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2021-10-25 | 152,818 | $0.00 | 152,818 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2021-10-25 | 152,818 | $0.00 | 152,818 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2021-10-25 | 112,603 | $0.00 | 112,603 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 1,051,360 | No | 4 | C | Direct | ||
| 4,430,734 | No | 4 | C | Direct | ||
| 4,430,734 | No | 4 | C | Direct | ||
| 4,430,734 | No | 4 | C | Direct | ||
| 2,928,790 | No | 4 | C | Direct | ||
| 1,426,847 | No | 4 | C | Direct | ||
| 1,426,847 | No | 4 | C | Direct | ||
| 1,051,360 | No | 4 | C | Direct |
Footnotes
- This Form 4 is being filed by (i) Nell M. Blatherwick, (ii) the Thomas P. Danis, Jr. Revocable Living Trust (the "Danis Trust"), (iii) Thomas P. Danis, as trustee of the Danis Trust, (iv) the Charles K. Huebner Trust (the "Huebner Trust"), (v) Charles K. Huebner, as trustee of the Huebner Trust, (vi) the Jon I. Madorsky Revocable Trust (the "Madorsky Trust"), (vii) Jon I. Madorsky, as trustee of the Madorsky Trust, (viii) David McCoy, (ix) Alexander Abell, (x) Michael Feinglass and (xi) Andrew Nelson (collectively, the "Reporting Persons"). The Reporting Persons are members of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's Common Stock. The securities reported herein do not include securities held by any group member other than the Reporting Persons, as such securities are being reported in separate Form 4 filings.
- Holders of Class B Common Stock may elect to convert such shares on a one-for-one basis into Class A Common Stock at any time. After a Sunset (as defined below) becomes effective, each share of Class B Common Stock will automatically convert into Class A Common Stock.
- Continued from Footnote 2: A "Sunset" is triggered by any of the earlier of the following: (i) the Sunset Holders (as defined in the amended and restated certificate of incorporation of the Issuer (the "Charter")) cease to maintain direct or indirect beneficial ownership of 10% of the outstanding shares of Class A Common Stock (determined assuming all outstanding shares of Class B Common Stock have been converted into Class A Common Stock), (ii) the Sunset Holders collectively cease to maintain direct or indirect beneficial ownership of at least 25% of the aggregate voting power of the outstanding shares of Common Stock, and (iii) upon the tenth anniversary of the effective date of the Charter. On October 25, 2021, each Reporting Person directed the sale of shares of Class B Common Stock, as reported herein, resulting in the automatic conversion of the shares into Class A Common Stock upon execution of the sale.
- Represents securities of the Issuer owned directly by Ms. Blatherwick.
- Represents securities of the Issuer beneficially owned by the Danis Trust and includes securities owned directly by Prism 2 LLC, of which Mr. Danis and his wife are co-managers and of which the Danis Trust is a member. Mr. Danis, as trustee of the Danis Trust, may be deemed to beneficially own the shares of Class B Common Stock beneficially owned by the Danis Trust.
- Represents securities of the Issuer owned directly by the Huebner Trust. Mr. Huebner, as trustee of the Huebner Trust, may be deemed to beneficially own the securities of the Issuer owned directly by Mr. Huebner.
- Represents securities of the Issuer owned directly by the Madorsky Trust. Mr. Madorsky, as the trustee of the Madorsky Trust, may be deemed to beneficially own the shares of Class B Common Stock owned directly by the Madorsky Trust.
- Represents securities of the Issuer owned directly by Mr. McCoy.
- Represents securities of the Issuer owned directly by Mr. Abell.
- Represents securities of the Issuer owned directly by Mr. Feinglass.
- Representssecurities of the Issuer owned directly by Mr. Nelson.
- Each of the Reporting Persons disclaims beneficial ownership of the securities of the Issuer reported herein, except to the extent of his, her or its pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that the Reporting Persons are beneficial owners of the securities of the Issuer reported herein.
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