SEC Form 4 · accession 0000807249-19-000031
Associated Capital Group, Inc. · AC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Mario J Gabelli
Officer — Executive Chairman · Director · 10% Owner
GGCP, INC.
10% Owner
GGCP Holdings LLC
10% Owner
Period of report
Feb 27, 2019
Accepted (ET)
Feb 28, 2019 · 4:13 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001642122
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Feb 27, 2019 | A | 31,363 | $0.00 | A | 31,363 | D | |
| Class A Common Stock | holding | — | — | — | 2,098 | I | By: GGCP, Inc. |
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 StockF2,F3 | — | Feb 27, 2019 | D | 31,363 | D | — | — | Class A Common Stock | — | 18,765,673 | I |
Explanation of responses
- F1Mr. Gabelli exchanged with the Issuer shares of Class B Common Stock for an equal number of shares of Class A Common Stock. These transactions were effected pursuant to Rule 16b-3 under the Securities Act of 1934 for the purpose of exempting such acquisition and disposition.
- F2The Class B Common Stock of the Issuer is convertible at the option of the holder on a one-for-one basis into Class A Common Stock of the Issuer and has no expiration date.
- F3Mario J. Gabelli is the Chairman and CEO of GAMCO and controls a majority of GAMCO's voting power through his direct ownership of GAMCO common stock and his position as CEO, a Director and the controlling shareholder GGCP, Inc., which, through its intermediate subsidiary GGCP Holdings, LLC, controls a majority of the GAMCO's voting power. Mario J. Gabelli beneficially owns 18,423,741 shares of the Issuer's Class B Common Stock through GGCP Holdings LLC and 341,932 shares of the Issuer's Class B Common Stock directly.