Jeff Gehl - Mar 16, 2023 Form 4 Insider Report for P10, Inc. (PX)

Role
Officer, 10%+ Owner
Signature
/s/Amanda Coussens as Attorney-in-Fact for the Reporting Person
Stock symbol
PX
Transactions as of
Mar 16, 2023
Transactions value $
-$851,000
Form type
4
Date filed
3/20/2023, 07:42 PM
Previous filing
Mar 14, 2023
Next filing
Jun 12, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding PX Class A Common Stock 17.1K Mar 16, 2023 Direct

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 -$851K -100K -3.32% $8.51 2.91M Mar 16, 2023 Class A Common Stock 100K By the Jeff P. Gehl Living Trust F1, F2, F3
* 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.
F3 Represents securities of the Issuer owned directly by the Jeff P. Gehl Living Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

Remarks:

This Form 4 is being filed by Mr. Gehl (the "Reporting Person"). The Reporting Person is a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding Common Stock. The securities reported herein do not include any securities held by any group member other than the Reporting Person, as such securities are being reported in separate Form 4 filings. The Reporting Person disclaims beneficial ownership of the securities of the Issuer reported herein, except to the extent of his pecuniary interest therein. Mr. Gehl also serves as the Chief Marketing Officer of the Issuer.