SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

COXE TENCH

(Last)

(First)

(Middle)

C/O ARTISAN PARTNERS ASSET MANAGEMENT

875 EAST WISCONSIN AVENUE, SUITE 800

(Street)

MILWAUKEE

53202

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Artisan Partners Asset Management Inc. [ APAM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2014

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class C Common Stock, par value $0.01 per share⁽¹⁾	03/12/2014		D⁽²⁾		13,568⁽²⁾⁽³⁾	D	$0	40,705	I	By trust⁽⁴⁾
Class C Common Stock, par value $0.01 per share⁽¹⁾	03/12/2014		D⁽⁵⁾		180,060⁽³⁾⁽⁵⁾	D	$0	540,179	I	By limited partnership⁽⁶⁾
Class C Common Stock, par value $0.01 per share⁽¹⁾	03/12/2014		D⁽⁷⁾		179,675⁽³⁾⁽⁷⁾	D	$0	539,024	I	By limited partnership⁽⁸⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Units of Artisan Partners Holdings LP	⁽²⁾	03/12/2014		D⁽²⁾			13,568⁽²⁾⁽³⁾	⁽³⁾	⁽³⁾	Class A Common Stock, par value $0.01 per share	13,568	$59.675⁽²⁾	40,705	I	By trust⁽⁴⁾
Class A Common Units of Artisan Partners Holdings LP	⁽⁵⁾	03/12/2014		D⁽⁵⁾			180,060⁽³⁾⁽⁵⁾	⁽³⁾	⁽³⁾	Class A Common Stock, par value $0.01 per share	180,060	$59.675⁽⁵⁾	540,179	I	By limited partnership⁽⁶⁾
Class A Common Units of Artisan Partners Holdings LP	⁽⁷⁾	03/12/2014		D⁽⁷⁾			179,675⁽³⁾⁽⁷⁾	⁽³⁾	⁽³⁾	Class A Common Stock, par value $0.01 per share	179,675	$59.675⁽⁷⁾	539,024	I	By limited partnership⁽⁸⁾

Explanation of Responses:

1. In connection with the initial public offering and related reorganization transactions of Artisan Partners Asset Management Inc. (the "Company"), on March 12, 2013, each holder of a Class A common unit ("Class A Common Unit") of Artisan Partners Holdings LP received a number of shares of Class C common stock, par value $0.01 per share ("Class C Common Stock") of the Company equal to the number of Class A Common Units then held by such person. Shares of Class C Common Stock do not have economic rights.

2. On March 12, 2014, pursuant to the Partnership Unit Purchase Agreement by and between the Company and a trust of which the reporting person is a trustee, the Company purchased 13,568 Class A Common Units from the trust for $59.675 per unit and the trust delivered to the Company an equal number of shares of Class C Common Stock for cancellation.

3. Pursuant to an Exchange Agreement among the Company and each holder of limited partnership units of Artisan Partners Holdings LP (the "Exchange Agreement"), which became effective on March 12, 2013, following March 12, 2014, each holder of Class A 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 A 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 number of shares of Class C Common Stock then held by such holder will be cancelled. The Class A Common Units have no expiration date.

4. Securities held by a trust of which the Reporting Person is a trustee.

5. On March 12, 2014, pursuant to the Partnership Unit Purchase Agreement by and between the Company and a limited partnership of which the reporting person is a trustee of a trust which is the general partner, the Company purchased 180,060 Class A Common Units from the limited partnership for $59.675 per unit and the limited partnership delivered to the Company an equal number of shares of Class C Common Stock for cancellation.

6. Securities held by a limited partnership of which the Reporting Person is a trustee of a trust which is the general partner. The Reporting Person disclaims beneficial ownership in these securities except as to the Reporting Person's pecuniary interest therein.

7. On March 12, 2014, pursuant to the Partnership Unit Purchase Agreement by and between the Company and Sutter Hill Ventures, a California limited partnership of which the reporting person is a managing director of the general partner, the Company purchased 179,675 Class A Common Units from Sutter Hill Ventures for $59.675 per unit and Sutter Hill Ventures delivered to the Company an equal number of shares of Class C Common Stock for cancellation.

8. Securities held by Sutter Hill Ventures, a California Limited Partnership. The Reporting Person is a managing director of the general partner of Sutter Hill Ventures, a California Limited Partnership. The Reporting Person disclaims beneficial ownership in these securities except as to the Reporting Person's pecuniary interest therein.

	/s/ Lisa A. Moran, attorney-in-fact for Mr. Coxe	03/12/2014
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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