SEC Form 4 · accession 0001127602-17-008947
Artisan Partners Asset Management Inc. · APAM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Eric R Colson
Officer — President & CEO · Director · 10% Owner
Period of report
Feb 28, 2017
Accepted (ET)
Feb 28, 2017 · 5:07 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001517302
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class B Common Stock, par value $0.01 per shareF1,F2,F3 | Feb 28, 2017 | D | 185,305 | $0.00 | D | 482,463 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common Units of Artisan Partners Holdings LPF2,F3 | — | Feb 28, 2017 | D | 185,305 | D | — | — | Class A Common Stock, par value $0.01 per share | 185,305 | 482,463 | D |
Explanation of responses
- F1In connection with the Company's initial public offering and related reorganization transactions, on March 12, 2013, each holder of a Class B common unit ("Class B Common Unit") of Artisan Partners Holdings LP received a number of shares of Class B common stock, par value $0.01 per share ("Class B Common Stock"), of the Company equal to the number of Class B Common Units then held by such person. Shares of Class B Common Stock do not have economic rights.
- F2On February 28, 2017, pursuant to the Partnership Unit Purchase Agreement dated February 13, 2017 by and between the Company and Mr. Colson, the Company purchased 185,305 Class B Common Units from Mr. Colson for $28.88 per unit and Mr. Colson delivered to the Company an equal number of shares of Class B Common Stock for cancellation.
- F3Pursuant to an Exchange Agreement among the Company and each holder of limited partnership units of Artisan Partners Holdings LP ("Exchange Agreement"), dated March 12, 2013, each holder of Class B Common Units has the right, pursuant to and subject to the limitations and restrictions set forth in the Exchange Agreement, to exchange his, her or its Class B 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 B Common Stock then held by such holder will be cancelled. The Class B Common Units have no expiration date.