SEC Form 4 · accession 0001127602-18-003654
Artisan Partners Asset Management Inc. · APAM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Matthew R Barger
Director
Period of report
Feb 1, 2018
Accepted (ET)
Feb 2, 2018 · 4:22 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 A Common Stock, par value $0.01 per share | Feb 1, 2018 | A | 4,792 | $0.00 | A | 26,339 | D | |
| Class C Common Stock, par value $0.01 per shareF1,F2 | holding | — | — | — | 307,110 | I | Matthew Reed Barger Trustee of the Matthew Barger 2016 Annuity Trust | |
| Class C Common Stock, par value $0.01 per shareF1,F2 | holding | — | — | — | 934,892 | I | The Barger Revocable Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common Units of Artisan Partners Holdings LPF2,F3 | — | holding | — | — | — | — | — | Class A Common Stock, par value $0.01 per share | 307,110 | 307,110 | I |
| Class A Common Units of Artisan Partners Holdings LPF2,F3 | — | holding | — | — | — | — | — | Class A Common Stock, par value $0.01 per share | 934,892 | 934,892 | I |
Explanation of responses
- F1On March 12, 2013, each holder of a Class A Common Unit of Artisan Partners Holdings LP received a number of shares of Class C Common Stock of Artisan Partners Asset Management Inc. (the "Company") equal to the number of Class A Common Units held by such person. Shares of Class C Common Stock do not have economic rights.
- F2On May 31, 2017, the Reporting Person contributed 931,502 shares of Class C Common Stock and the same number of Class A Common Units to Barger Revocable Trust of which the Reporting Person is a trustee and beneficiary. On the same day, the Reporting Person also transferred 3,390 shares of Class C Common Stock and the same number of Class A Common Units from the Matthew Reed Barger Trustee of the Matthew Barger 2016 Annuity trust to the Barger Revocable Trust.
- F3Each Class A Common Unit of Artisan Partners Holdings LP became exchangeable for one share of Class A Common Stock of the Company upon effectiveness of the Fourth Amended and Restated Limited Partnership Agreement of Holdings and an Exchange Agreement among the Company and each holder of limited partnership units of Holdings (the "Exchange Agreement"), each of which became effective on the closing date of the Company's IPO. Pursuant to the Exchange Agreement, each holder of Class A Common Units will have the right, pursuant to and subject to the limitations and restrictions set forth in the Exchange Agreement, to exchange his, her or its Class A Common Units for an equal number of shares of Class A Common Stock of the Company. Upon any such exchange for Class A Common Stock, the corresponding shares of Class C Common Stock then owned by such holder will be cancelled. The Class A Common Units have no expiration date.