Andrew Rowan Nelson - 18 Nov 2022 Form 4 Insider Report for P10, Inc. (PX)

Role
Other*
Signature
/s/Amanda Coussens as Attorney-in-Fact for the Reporting Person
Issuer symbol
PX
Transactions as of
18 Nov 2022
Net transactions value
-$377,568
Form type
4
Filing time
22 Nov 2022, 15:05:50 UTC
Next filing
16 Jun 2023
SEC
View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PX Class B Common Stock Sale $377,568 -40,000 -4% $9.44 971,307 18 Nov 2022 Class A Common Stock 40,000 Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Holders of Class B Common Stock may elect to convert such shares on a one-for-one basis into Class A Common Stock at any time. After a Sunset (as defined below) becomes effective, each share of Class B Common Stock will automatically convert into Class A Common Stock.
F2 Continued from Footnote 1: A "Sunset" is triggered by any of the earlier of the following: (i) the Sunset Holders (as defined in the amended and restated certificate of incorporation of the Issuer (the "Charter")) cease to maintain direct or indirect beneficial ownership of 10% of the outstanding shares of Class A Common Stock (determined assuming all outstanding shares of Class B Common Stock have been converted into Class A Common Stock), (ii) the Sunset Holders collectively cease to maintain direct or indirect beneficial ownership of at least 25% of the aggregate voting power of the outstanding shares of Common Stock, and (iii) upon the tenth anniversary of the effective date of the Charter.

Remarks:

The reporting person may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's Common Stock.