Patrick G. Ryan - 21 Jul 2021 Form 3 Insider Report for RYAN SPECIALTY GROUP HOLDINGS, INC. (RYAN)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
3
Accepted by SEC
21 Jul 2021, 18:35:36 UTC
Next SEC filing
16 Nov 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Mark Katz, as Attorney-in-Fact

Key filing fact

Patrick G. Ryan filed Form 3 for RYAN SPECIALTY GROUP HOLDINGS, INC. (RYAN) on 21 Jul 2021.

Key facts

  • This page summarizes Patrick G. Ryan's Form 3 filing for RYAN SPECIALTY GROUP HOLDINGS, INC. (RYAN).
  • 0 reported transactions and 4 derivative rows are listed below.
  • Accepted by SEC: 21 Jul 2021, 18:35.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Official SEC source

Ownership activity is grounded in SEC Form 3 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

RYAN holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
5,770,162
Date
21 Jul 2021
Ownership
By Reporting Person and Spouse, as co-trustees of Patrick G. Ryan Living Trust dated July 10, 2001
Footnotes
F1
RYAN holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
5,770,162
Date
21 Jul 2021
Ownership
By Reporting Person and Spouse, as co-trustees of Shirley W. Ryan Living Trust dated July 10, 2001
Footnotes
F1
RYAN holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
668,199
Date
21 Jul 2021
Ownership
See Footnote
Footnotes
F1, F2
RYAN holding

Class B Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
45,717,121
Date
21 Jul 2021
Ownership
By Reporting Person and Spouse, as co-trustees of Patrick G. Ryan Living Trust dated July 10, 2001
Footnotes
F1, F3
RYAN holding

Class B Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
45,686,702
Date
21 Jul 2021
Ownership
By Reporting Person and Spouse, as co-trustees of Shirley W. Ryan Living Trust dated July 10, 2001
Footnotes
F1, F3
RYAN holding

Class B Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
14,600,643
Date
21 Jul 2021
Ownership
See Footnote
Footnotes
F1, F2, F3

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

RYAN holding Derivative

Common Units [Obligation to Sell]

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
21 Jul 2021
Ownership
See Footnote
Underlying class
Class A Common Stock
Underlying amount
20,861,109
Exercise price
Footnotes
F1, F2, F4
RYAN holding Derivative

Common Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
21 Jul 2021
Ownership
By Reporting Person and Spouse, as co-trustees of Patrick G. Ryan Living Trust dated July 10, 2001
Underlying class
Class A Common Stock
Underlying amount
45,717,121
Exercise price
Footnotes
F1, F5
RYAN holding Derivative

Common Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
21 Jul 2021
Ownership
By Reporting Person and Spouse, as co-trustees of Shirley W. Ryan Living Trust dated July 10, 2001
Underlying class
Class A Common Stock
Underlying amount
45,686,702
Exercise price
Footnotes
F1, F5
RYAN holding Derivative

Common Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
21 Jul 2021
Ownership
See Footnote
Underlying class
Class A Common Stock
Underlying amount
14,600,643
Exercise price
Footnotes
F1, F2, F5
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 5 footnotes

Footnote F1

The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest therein.

Footnote F2

Represents Class A Common Stock, par value $0.001 ("Class A Common Stock") of the Issuer and certain Common Units [Obligation to Sell] of Ryan Specialty Group, LLC held in trusts and other entities for the benefit of the Reporting Person's family members and, in the case of the Class B Common Stock, par value $0.001 ("Class B Common Stock) of the Issuer, Common Units ("Common Units") of Ryan Specialty Group, LLC and certain Common Units [Obligation to Sell] of Ryan Specialty Group in a revocable investment entity for the benefit of employees of affiliates of the Issuer at the Reporting Person's discretion.

Footnote F3

Shares of Class B Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class B Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. Upon exchange of Common Units of Ryan Specialty Group, LLC that are held by the Reporting Person and reported in Table II hereof, an equal number of shares of the Issuer's Class B Common Stock will be cancelled for no consideration.

Footnote F4

Represents Common Units to be sold to the Issuer pursuant to the Mandatory Participation described in the Issuer's preliminary prospectus filed on July 12, 2021.

Footnote F5

Pursuant to the Sixth Amended and Restated Limited Liability Company Agreement of Ryan Specialty Group, LLC, as amended, the Reporting Person may exchange all or a portion of such person's Common Units (together with the delivery of an equal number of shares of Class B Common Stock) for shares of Class A Common Stock on a one-for-one basis, subject to customary adjustments, or, at the option of the Issuer, cash (based on the then-market value of the Class A Common Stock).

SEC remarks

Exhibit List: Exhibit 24 - Power of Attorney

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