Nell M. Blatherwick - Oct 20, 2021 Form 3 Insider Report for P10, Inc. (PX)

Role
Member of 10% Owner Group
Signature
/s/William F. Souder, as Attorney-in-Fact for the Reporting Persons
Stock symbol
PX
Transactions as of
Oct 20, 2021
Transactions value $
$0
Form type
3
Date filed
10/20/2021, 09:15 PM
Next filing
Oct 27, 2021

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
holding PX Class B Common Stock Oct 20, 2021 Class A Common Stock 1.16M Direct F1, F2, F3, F4, F12
holding PX Class B Common Stock Oct 20, 2021 Class A Common Stock 4.91M Direct F1, F2, F3, F5, F12
holding PX Class B Common Stock Oct 20, 2021 Class A Common Stock 4.91M Direct F1, F2, F3, F6, F12
holding PX Class B Common Stock Oct 20, 2021 Class A Common Stock 4.91M Direct F1, F2, F3, F7, F12
holding PX Class B Common Stock Oct 20, 2021 Class A Common Stock 3.24M Direct F1, F2, F3, F8, F12
holding PX Class B Common Stock Oct 20, 2021 Class A Common Stock 1.58M Direct F1, F2, F3, F9, F12
holding PX Class B Common Stock Oct 20, 2021 Class A Common Stock 1.58M Direct F1, F2, F3, F10, F12
holding PX Class B Common Stock Oct 20, 2021 Class A Common Stock 1.16M Direct F1, F2, F3, F11, F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This Form 3 is being filed by (i) Nell M. Blatherwick, (ii) the Thomas P. Danis, Jr. Revocable Living Trust (the "Danis Trust"), (iii) Thomas P. Danis, as trustee of the Danis Trust, (iv) the Charles K. Huebner Trust (the "Huebner Trust"), (v) Charles K. Huebner, as trustee of the Huebner Trust, (vi) the Jon I. Madorsky Revocable Trust (the "Madorsky Trust"), (vii) Jon I. Madorsky, as trustee of the Madorsky Trust, (viii) David McCoy, (ix) Alexander Abell, (x) Michael Feinglass and (xi) Andrew Nelson (collectively, the "Reporting Persons"). The Reporting Persons are members of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's Common Stock. The securities reported herein do not include securities held by any group member other than the Reporting Persons, as such securities are being reported in separate Form 3 filings.
F2 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. Upon any transfer, Class B Common Stock converts automatically on a one-for-one basis into shares of Class A Common Stock, except in the case of transfers to certain permitted transferees. After a Sunset (as defined below) becomes effective, each share of Class B Common Stock will automatically convert into Class A Common Stock.
F3 Continued from Footnote 2: 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.
F4 Represents shares of Class B Common Stock owned directly by Ms. Blatherwick.
F5 Represents shares of Class B Common Stock beneficially owned by the Danis Trust and includes 700,000 shares owned directly by Prism 2 LLC, of which Mr. Danis and his wife are co-managers and of which the Danis Trust is a member. Mr. Danis, as trustee of the Danis Trust, may be deemed to beneficially own the shares of Class B Common Stock beneficially owned by the Danis Trust.
F6 Represents shares of Class B Common Stock owned directly by the Huebner Trust. Mr. Huebner, as trustee of the Huebner Trust, may be deemed to beneficially own the shares of Class B Common Stock owned directly by Mr. Huebner.
F7 Represents shares of Class B Common Stock owned directly by the Madorsky Trust. Mr. Madorsky, as the trustee of the Madorsky Trust, may be deemed to beneficially own the shares of Class B Common Stock owned directly by the Madorsky Trust.
F8 Represents shares of Class B Common Stock owned directly by Mr. McCoy.
F9 Represents shares of Class B Common Stock owned directly by Mr. Abell.
F10 Represents shares of Class B Common Stock owned directly by Mr. Feinglass.
F11 Represents shares of Class B Common Stock owned directly by Mr. Nelson.
F12 Each of the Reporting Persons disclaims beneficial ownership of the securities of the Issuer reported herein, except to the extent of his, her or its pecuniary interest therein, and the filing of this Form 3 shall not be construed as an admission that the Reporting Persons are beneficial owners of the securities of the Issuer reported herein.

Remarks:

Exhibit 24 - Power of Attorney