X0303 4 2010-01-01 0 0001399249 Pzena Investment Management, Inc. PZN 0001411021 Meyerowich Richard P. C/O PZENA INVESTMENT MANAGEMENT, INC. 120 WEST 45TH STREET, 20TH FLOOR NEW YORK NY 10036 1 0 0 0 Phantom Stock 2010-01-01 4 A 0 8599 8.14 A Class A common stock, par value $0.01 8599 8599 D Each share of Phantom Stock is the economic equivalent of 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 elected 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). /s/ Joan F. Berger, as attorney-in fact for Richard P. Meyerowich 2010-01-04