0000950170-24-052338.txt : 20240502 0000950170-24-052338.hdr.sgml : 20240502 20240502175521 ACCESSION NUMBER: 0000950170-24-052338 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240430 FILED AS OF DATE: 20240502 DATE AS OF CHANGE: 20240502 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HOUGH RICHARD R III CENTRAL INDEX KEY: 0001560880 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35733 FILM NUMBER: 24910084 MAIL ADDRESS: STREET 1: 327 BRANCH AVENUE CITY: LITTLE SILVER STATE: NJ ZIP: 07739 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Silvercrest Asset Management Group Inc. CENTRAL INDEX KEY: 0001549966 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] ORGANIZATION NAME: 02 Finance IRS NUMBER: 455146560 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1330 AVENUE OF THE AMERICAS, 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-649-0600 MAIL ADDRESS: STREET 1: 1330 AVENUE OF THE AMERICAS, 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 4 1 ownership.xml 4 X0508 4 2024-04-30 0001549966 Silvercrest Asset Management Group Inc. SAMG 0001560880 HOUGH RICHARD R III C/O SILVERCREST ASSET MGMT GROUP INC. 1330 AVE. OF THE AMERICAS, 38TH FLOOR NEW YORK NY 10019 true true false false Chairman and CEO false Class B Common Stock, par value $0.01 2024-04-30 4 M false 60742 14.54 A 668910 D Class B Common Stock, par value $0.01 2024-04-30 4 F false 60286 14.65 D 608624 D Employee Stock Option (Right to Buy) 14.54 2024-04-30 4 M false 60742 0.00 D 2024-05-01 See footnote 60742 0 D Class B Units 2024-04-30 4 M false 60742 0.00 A Class A Common Stock, par value $0.01 60742 668910 D Class B Units 2024-04-30 4 F false 60286 0.00 D Class A Common Stock, par value $0.01 60286 608624 D The option vested in three equal installments beginning on May 1, 2019. Each option is to purchase a Class B Unit in Silvercrest L.P., each of which is paired with a share of Class B Common Stock of Silvercrest Asset Management Group Inc. (the "Company"). The Class B Units are exchangeable on a one-for-one basis for Class A Common Stock of the Company upon the terms and subject to the conditions set forth in the Exchange Agreement (the "Exchange Agreement"), dated as of June 26, 2014. Class B Common Stock corresponding to the Class B Units are automatically cancelled upon such conversion. When the holder of a Class B Unit exchanges or forfeits such Class B Unit pursuant to the terms of the amended and restated certificate of incorporation of the Company and the second amended and restated limited partnership agreement of Silvercrest L.P. (the "Amended LPA"), each corresponding share of Class B common stock is redeemed for its par value and cancelled by the Company. Each Class B Unit is exchangeable for a share of Class A common stock of the Company, subject to the timing and volume limitations set forth in the Amended LPA. Pursuant to the Exchange Agreement, so long as the holder is employed by Silvercrest L.P., each year in the period beginning on January 2, 2014, the holder and his permitted transferees may collectively exchange for shares of Class A common stock up to the number of vested Class B units that equals 20% of all Class B units such holder and his or her permitted transferees collectively hold as of the first day of that year, in accordance with the timing restrictions described in footnote 6 below. The holder must retain at least 25% of the number of Class B units held by the holder on July 2, 2013. Holders of Class B units are permitted to sell shares of Class A common stock issued upon exchange of Class B units during the first 10-day period of the open trading window of each quarter. /s/ Matthew W. Mamak / Attorney in Fact 2024-05-02