0001567619-19-000392.txt : 20190103 0001567619-19-000392.hdr.sgml : 20190103 20190103180622 ACCESSION NUMBER: 0001567619-19-000392 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190101 FILED AS OF DATE: 20190103 DATE AS OF CHANGE: 20190103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Galbraith Steven M CENTRAL INDEX KEY: 0001411020 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33761 FILM NUMBER: 19507465 MAIL ADDRESS: STREET 1: C/O PZENA INVESTMENT MANAGEMENT LLC STREET 2: 120 WEST 45TH STREET, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Pzena Investment Management, Inc. CENTRAL INDEX KEY: 0001399249 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 208999751 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 320 PARK AVENUE STREET 2: 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-355-1600 MAIL ADDRESS: STREET 1: 320 PARK AVENUE STREET 2: 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 4 1 doc1.xml FORM 4 X0306 4 2019-01-01 0 0001399249 Pzena Investment Management, Inc. PZN 0001411020 Galbraith Steven M C/O PZENA INVESTMENT MANAGEMENT, INC. 320 PARK AVENUE, 8TH FLOOR NEW YORK NY 10022 1 0 0 0 Phantom Class A common stock 2019-01-01 4 A 0 10404 8.65 A Class A common stock, par value $0.01 10404 123688 D Issued in connection with the Reporting Person's 2019 non-employee director annual retainer in the amount of $85,000, and $5,000 annual retainer for service as Chairman of the Compensation Committee, both of which are payable at the director's option, either 100% in cash, 100% in shares of the Issuer's Class A common stock, or 50% payable in cash and 50% in shares of the Issuer's Class A common stock. All shares of the Issuer's Class A common stock were valued at the closing price on December 31, 2018. Each share of Phantom Class A common stock ("Phantom Stock") is the economic equivalent on one share of the Issuer's Class A common stock ("Common Stock"). The shares of Phantom Stock become payable in a single distribution of shares of Common Stock, at such time as elected by the Reporting Person at the time such deferral was made pursuant to Section 3.4 of the Pzena Investment Management, Inc. Non-Employee Director Deferred Compensation Plan (previously filed as Exhibit 10.1 to the Issuer's quarterly report on Form 10-Q, filed with the Securities and Exchange Commission on November 9, 2009). Includes an aggregate of 5,193 share of Phantom Stock issued in-kind as dividend payment. Steven M Coffey, as attorney-in-fact for Steven Galbraith 2019-01-03