X0306 4 2013-11-18 1 0001549966 Silvercrest Asset Management Group Inc. SAMG 0001560881 COCHRAN GEORGE MOFFETT C/O SILVERCREST ASSET MANAGEMENT GROUP I 1330 AVENUE OF THE AMERICAS, 38TH FLOOR NEW YORK NY 10019 0 0 1 0 Class B common stock, par value $0.01 2013-11-18 5 J 0 1856844 0.01 D 0 D Class B common stock, par value $0.01 2013-11-18 5 J 0 143083 0.01 D 0 I Trustee Class A common stock, par value $0.01 2013-11-18 5 J 0 1856844 A 1856854 D Class A common stock, par value $0.01 2013-11-18 5 J 0 143083 A 143083 I Trustee Class B units 0.01 2013-11-18 5 J 0 1856844 D Class A common stock, par value $0.01 1856844 0 D Class B units 0.01 2013-11-18 5 J 0 143083 D Class A common stock, par value $0.01 143083 0 I Trustee Holders of Class B common stock are not entitled to participate in any dividends or other distributions made by Silvercrest Asset Management Group Inc. (the "Corporation") to holders of its capital stock (except for the right to receive the Corporation's liquidation or dissolution). Each share of Class B common stock entitles the holder to one (1) vote per share on all matters submitted to a vote of the Corporation's common stockholders. Shares of Class B common stock are not transferable unless transferred concurrently with the corresponding Class B unit and with the consent of the Corporation and Silvercrest L.P. Each Class B unit of Silvercrest L.P. is paired with a share of Class B common stock. Whenever a Class B unit is exchanged for a share of Class A common stock, a share of Class B common stock is forfeited and redeemed by the Corporation for its par value. This amount does not include any shares or units, as applicable, owned by the Moffett Cochran GRAT 2010 of which Mr. Cochran is the trustee. Amount of shares or units, as applicable, owned by the Moffett Cochran GRAT 2010 of which Mr. Cochran is the trustee. Pursuant to the second amendment and restatement of Silvercrest L.P.'s limited partnership agreement, dated as of November 13, 2012 (the "Amended LPA") and effective as of June 26, 2013, among the Corporation, as the general partner post-reorganization of Silvercrest L.P., Silvercrest GP LLC, as the general partner pre-reorganization of Silvercrest L.P. and the holder of certain units of Silvercrest L.P. and the holders of such reclassified units of Silvercrest L.P., all Class B units held by a holder are automatically converted into Class A common stock upon the death of a holder. Mr. Cochran passed away on November 18, 2013. Includes Class A common stock sold to Mr. Cochran at a purchase price of $10.00 per share on May 7, 2012. David Campbell is Secretary and General Counsel of Silvercrest Asset Management Group Inc. /s/ David Campbell 2013-11-21