| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
P10, Inc. [ PX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/04/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Unit(1) | $0.00 | 03/04/2024 | A | 4,318 | 03/04/2025(8) | 03/04/2026 | Class A Common Stock | 4,318 | $0.00 | 4,318 | D | ||||
| Restricted Stock Unit(2) | $0.00 | 03/04/2024 | A | 8,815 | 03/04/2025(8) | 03/04/2026 | Class A Common Stock | 8,815 | $0.00 | 8,815 | D | ||||
| Restricted Stock Unit(3) | $0.00 | 03/04/2024 | A | 33,392 | 03/04/2025(8) | 03/04/2026 | Class A Common Stock | 33,392 | $0.00 | 33,392 | D | ||||
| Restricted Stock Unit(4) | $0.00 | 03/04/2024 | A | 16,696 | 03/04/2025(8) | 03/04/2026 | Class A Common Stock | 16,696 | $0.00 | 16,696 | D | ||||
| Restricted Stock Unit(5) | $0.00 | 03/04/2024 | A | 63,330 | 03/04/2025(8) | 03/04/2026 | Class A Common Stock | 63,330 | $0.00 | 63,330 | D | ||||
| Restricted Stock Unit(6) | $0.00 | 03/04/2024 | A | 63,330 | 03/04/2025(8) | 03/04/2026 | Class A Common Stock | 63,330 | $0.00 | 63,330 | D | ||||
| Stock Options(1) | $7.99 | 03/04/2024 | A | 30,000 | (9) | 03/04/2034 | Class A Common Stock | 30,000 | $0.00 | 30,000 | D | ||||
| Stock Options(2) | $7.99 | 03/04/2024 | A | 30,000 | (9) | 03/04/2034 | Class A Common Stock | 30,000 | $0.00 | 30,000 | D | ||||
| Stock Options(3) | $7.99 | 03/04/2024 | A | 11,657 | (9) | 03/04/2034 | Class A Common Stock | 11,657 | $0.00 | 11,657 | D | ||||
| Stock Options(4) | $7.99 | 03/04/2024 | A | 11,657 | (9) | 03/04/2034 | Class A Common Stock | 11,657 | $0.00 | 11,657 | D | ||||
| Stock Options(5) | $7.99 | 03/04/2024 | A | 11,656 | (9) | 03/04/2034 | Class A Common Stock | 11,656 | $0.00 | 11,656 | D | ||||
| Stock Options(6) | $7.99 | 03/04/2024 | A | 11,657 | (9) | 03/04/2034 | Class A Common Stock | 11,657 | $0.00 | 11,657 | D | ||||
| Stock Options(7) | $7.99 | 03/04/2024 | A | 20,000 | (9) | 03/04/2034 | Class A Common Stock | 20,000 | $0.00 | 20,000 | D | ||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. Line item reflects ownership and transactions for N. Blatherwick. |
| 2. Line item reflects ownership and transactions for A. Nelson |
| 3. Line item reflects ownership and transactions for, and these securities are held directly by, C. Huebner |
| 4. Line item reflects ownership and transactions for, and these securities are held directly by, T. Danis. |
| 5. Line item reflects ownership and transactions for, and these securities are held directly by, J. Madorsky. |
| 6. Line item reflects ownership and transactions for A. Abell. |
| 7. Line item reflects ownership and transactions for M. Feinglass. |
| 8. Restricted stock units vest one year from the date of grant, subject to continuous employment through the vesting date. |
| 9. 25% of the options vest on the second, third, fourth and fifth anniversary of the applicable grant date, subject to continuous employment through the vesting date and earlier vesting upon the occurrence of certain events. |
| Remarks: |
| This Form 4 is being filed on behalf of (i) Nell M. Blatherwick, (ii) Andrew R. Nelson, (iii) the Charles K. Huebner Trust (the "Huebner Trust") and Charles K. Huebner, as trustee of the Huebner Trust, (iv) the Thomas P. Danis Revocable Living Trust (the "Danis Trust") and Thomas P. Danis, as trustee of the Danis Trust, (v) the Jon I. Madorsky Revocable Trust (the "Madorsky Trust") and Jon I. Madorsky, as trustee of the Madorsky Trust, (vi) Alexander I. Abell, and (vii) Michael Feinglass (collectively, the "Reporting Persons"). The Reporting Persons may be deemed to be 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 held by each other Reporting Person, 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. The securities reported herein do not include shares of Class B Common Stock that may be held by the Reporting Persons or securities held by any other group member other than the Reporting Persons. |
| /s/Amanda Coussens, Attorney in Fact for the Reporting Persons | 03/06/2024 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||