SEC Form 5 · accession 0001127602-18-001692
Artisan Partners Asset Management Inc. · APAM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gregory K Ramirez
Officer — Executive Vice President · 10% Owner
Period of report
Dec 31, 2017
Accepted (ET)
Jan 12, 2018 · 4:55 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 | Nov 8, 2017 | M | 2,500 | $0.00 | D | 77,364 | D | |
| Class A Common Stock, par value $0.01 per share | Nov 8, 2017 | M | 2,500 | $0.00 | A | 30,900 | 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 | — | Nov 8, 2017 | M | 2,500 | D | — | — | Class A Common Stock, par value $0.01 per share | 2,500 | 77,364 | 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.
- F2Pursuant to an Exchange Agreement among the Company and each holder of limited partnership units of Artisan Partners Holdings LP ("Exchange Agreement"), which became effective on 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.
- F3On November 8, 2017, pursuant to the Company's Exchange Agreement, the reporting person exchanged 2,500 Class B Common Units for 2,500 shares of Class A Common Stock of the Company. In connection therewith, on November 8, 2017, the reporting person delivered to the Company an equal number of shares of Class B Common Stock and Class B Common Units for cancellation.