| Summary of Authorized and Outstanding Equity |
Silvercrest has the following authorized and outstanding equity:
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Shares at September 30, 2016
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Authorized
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Outstanding
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Voting Rights
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Economic
Rights
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Common shares
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Class A, par value $0.01 per share
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50,000,000
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8,049,025
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1 vote per share (1), (2)
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All (1), (2)
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Class B, par value $0.01 per share
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25,000,000
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4,891,475
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1 vote per share (3), (4)
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None (3), (4)
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Preferred shares
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Preferred stock, par value $0.01 per share
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10,000,000
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—
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See footnote (5) below
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See footnote (5) below
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(1)
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Each share of Class A common stock is entitled to one vote per share. Class A common stockholders have 100% of the rights of all classes of Silvercrest’s capital stock to receive dividends.
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(2)
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The Company granted 10,582 restricted stock units which will vest and settle in the form of Class A shares of Silvercrest.
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(3)
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Each share of Class B common stock is entitled to one vote per share.
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(4)
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Each Class B unit of SLP held by a principal is exchangeable for one share of the Company’s Class A common stock. The principals collectively hold 4,891,475 Class B units, which represent the right to receive their proportionate share of the distributions made by SLP, and 728,674 restricted stock units which will vest and settle in the form of Class B units of SLP. The 728,674 restricted stock units which have been issued to our principals entitle the holders thereof to participate in distributions from SLP as if the underlying Class B units are outstanding and thus are taken into account to determine the economic interest of each holder of units in SLP. However, because the Class B units underlying the restricted stock units have not been issued and are not deemed outstanding, the holders of restricted stock units have no voting rights with respect to those Class B units. Silvercrest will not issue shares of Class B common stock in respect of restricted stock units of SLP until such time that the underlying Class B units are issued.
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(5)
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Silvercrest’s board of directors has the authority to issue preferred stock in one or more classes or series and to fix the rights, preferences, privileges and related restrictions, including dividend rights, dividend rates, conversion rights, voting rights, terms of redemption, redemption prices, liquidation preferences and the number of shares constituting any class or series, or the designation of the class or series, without the approval of its stockholders.
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| Schedule of Common Stock Outstanding |
During the nine months ended September 30, 2016, Silvercrest issued the following shares:
Class A Common Stock
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Transaction
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# of
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Date
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Shares
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Class A common stock outstanding - January 1, 2016
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7,989,749
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Issuance of Class A common Stock upon conversion of
Class B units to Class A common stock
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March 2016
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38,076
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Issuance of Class A common Stock upon conversion of
Class B units to Class A common stock
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August 2016
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21,200
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Class A common shares outstanding – September 30, 2016
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8,049,025
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Class B Common Stock
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Transaction
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# of
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Date
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Shares
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Class B common stock outstanding - January 1, 2016
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4,695,014
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Class B common stock issued upon vesting of deferred equity units
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February 2016
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4,911
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Cancellation of Class B common stock upon conversion of
Class B units to Class A common stock
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March 2016
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(38,076
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Issuance of Class B common stock
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May 2016
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9,198
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Cancellation of Class B common stock upon conversion of
Class B units to Class A common stock
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August 2016
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(21,200
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Class B common stock issued upon vesting of restricted stock units
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August 2016
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241,628
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Class B common shares outstanding – September 30, 2016
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4,891,475
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