X0306 4 2014-03-19 0 0001549966 Silvercrest Asset Management Group Inc. SAMG 0001560899 CAMPBELL DAVID J C/O SILVERCREST ASSET MANAGEMENT GROUP I 1330 AVENUE OF THE AMERICAS, 38TH FLOOR NEW YORK NY 10019 0 1 0 0 General Counsel and Secretary Class B common stock, par value $0.01 2014-03-19 4 J 0 7155 A 95069 D Class B units 2014-03-19 4 J 0 7155 A Class A Common Stock, par value $0.01 7155 95069 D 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 par value upon the Corporation's liquidation or dissolution). Each Class B unit of Silvercrest L.P. is paired with a share of Class B common stock. 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. Represents Class B units issued to the holder upon the vesting of deferred equity units and performance units. Silvercrest Asset Management Group LLC ("SAMG LLC") awarded to its principals deferred equity units and performance units in 2009 and 2010 exercisable for cash or Class B units of Silvercrest L.P. Each deferred equity unit entitles the holder thereof to receive 100 Class B units of Silvercrest L.P. (and, as such, a corresponding number of Class B common stock of SAMG). SAMG LLC also granted to each employee who received an award of deferred equity units, a number of performance units which became exercisable for one (1) Class B unit for every two (2) Class B units issued upon vesting of the deferred equity units awarded to each principal in 2009 and 2010, subject to certain holding requirements as set forth in the unit award agreements. David J. Campbell 2014-03-21