Edwin A. Poston - 18 Nov 2021 Form 4 Insider Report for P10, Inc. (PX)

Role
Director, Member of 10% Owner Group
Signature
/s/Amanda Coussens, as Attorney-in-Fact for the Reporting Persons
Issuer symbol
PX
Transactions as of
18 Nov 2021
Net transactions value
-$8,346,828
Form type
4
Filing time
22 Nov 2021, 18:20:28 UTC
Previous filing
27 Oct 2021
Next filing
04 Mar 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PX Class A Common Stock Conversion of derivative security +4,146 4,146 18 Nov 2021 By MAW Management Co. F1, F2, F3, F4
transaction PX Class A Common Stock Sale $49,752 -4,146 -100% $12.00 0 18 Nov 2021 By MAW Management Co. F1, F4
transaction PX Class A Common Stock Conversion of derivative security +344,344 344,344 18 Nov 2021 By TrueBridge Colonial Fund F1, F2, F3, F5
transaction PX Class A Common Stock Sale $4,132,128 -344,344 -100% $12.00 0 18 Nov 2021 By TrueBridge Colonial Fund F1, F5
transaction PX Class A Common Stock Conversion of derivative security +340,197 340,197 18 Nov 2021 By Mel Williams Irrevocable Trust F1, F2, F3, F6
transaction PX Class A Common Stock Sale $4,082,364 -340,197 -100% $12.00 0 18 Nov 2021 By Mel Williams Irrevocable Trust F1, F6
transaction PX Class A Common Stock Conversion of derivative security +6,882 6,882 18 Nov 2021 By TrueBridge Ascent LLC F1, F2, F3, F7
transaction PX Class A Common Stock Sale $82,584 -6,882 -100% $12.00 0 18 Nov 2021 By TrueBridge Ascent LLC F1, F7

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 Conversion of derivative security -4,146 -3.8% 104,698 18 Nov 2021 Class A Common Stock 4,146 By MAW Management Co. F1, F2, F3, F4
transaction PX Class B Common Stock Conversion of derivative security -344,344 -3.8% 8,694,409 18 Nov 2021 Class A Common Stock 344,344 By TrueBridge Colonial Fund F1, F2, F3, F5
transaction PX Class B Common Stock Conversion of derivative security -340,197 -3.8% 8,589,713 18 Nov 2021 Class A Common Stock 340,197 By Mel Williams Irrevocable Trust F1, F2, F3, F6
transaction PX Class B Common Stock Conversion of derivative security -6,882 -3.8% 173,770 18 Nov 2021 Class A Common Stock 6,882 By TrueBridge Ascent LLC F1, F2, F3, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This Form 4 is being filed by Edwin Poston and Mel Williams (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. Each of the Reporting Persons disclaims beneficial ownership of the securities of the Issuer reported herein, except to the extent of his pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that the Reporting Persons are beneficial owners of the securities of the Issuer reported herein.
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. 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. On November 18, 2021, each Reporting Person directed the sale of shares of Class B Common Stock, as reported herein, resulting in the automatic conversion of the shares into Class A Common Stock upon execution of the sale.
F4 Represents securities of the Issuer owned directly by MAW Management Co. ("MAW Management"). Mr. Williams, as the manager of MAW Management, may be deemed to beneficially own the securities of the Issuer owned directly by MAW Management.
F5 Represents securities of the Issuer owned directly by the TrueBridge Colonial Fund (the "TrueBridge Fund"). First Republic Trust Company of Delaware, as trustee of the TrueBridge Fund, may be deemed to beneficially own the securities of the Issuer owned directly by the TrueBridge Fund.
F6 Represents securities of the Issuer owned directly by the Mel Williams Irrevocable Trust (the "Mel Trust"). Alliance Trust Company, as trustee of the Mel Trust, may be deemed to beneficially own the securities of the Issuer owned directly by the Mel Trust.
F7 Represents securities of the Issuer owned directly by TrueBridge Ascent LLC ("TrueBridge LLC"). Mr. Poston, as manager of TrueBridge LLC, may be deemed to beneficially own the securities of the Issuer owned directly by TrueBridge LLC.