Quarterly report pursuant to Section 13 or 15(d)

Equity (Tables)

v3.20.2
Equity (Tables)
6 Months Ended
Jun. 30, 2020
Equity [Abstract]  
Summary of Authorized and Outstanding Equity

Silvercrest has the following authorized and outstanding equity:

 

 

  

Shares at June 30, 2020

 

  

Authorized

 

  

Outstanding

 

  

Voting Rights

  

Economic
Rights

Common shares

  

 

 

 

  

 

 

 

  

 

  

 

Class A, par value $0.01 per share

  

 

50,000,000

  

  

 

9,520,416

  

  

1 vote per share (1), (2)

  

All (1), (2)

Class B, par value $0.01 per share

  

 

25,000,000

  

  

 

4,851,922

  

  

1 vote per share (3), (4)

  

None (3), (4)

Preferred shares

  

 

 

 

  

 

 

 

  

 

  

 

Preferred stock, par value $0.01 per share

  

 

10,000,000

  

  

 

 

  

See footnote (5) below

  

See footnote (5) below

 

(1)

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.

(2)

During 2020 and 2016 Silvercrest granted 8,242 and 10,582 restricted stock units, respectively, which will vest and settle in the form of Class A shares of Silvercrest, of which 8,242 remain unvested as of June 30, 2020.

(3)

Each share of Class B common stock is entitled to one vote per share.

(4)

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 4,851,922 Class B units, which represent the right to receive their proportionate share of the distributions made by SLP, and 74,906 restricted stock units which will vest and settle in the form of Class B units of SLP. The 74,906 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.

(5)

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.

Schedule of Common Stock Outstanding

During the three and six months ended June 30, 2020, Silvercrest issued the following shares:

Class A Common Stock

 

 

 

Transaction

 

# of

 

 

 

Date

 

Shares

 

Class A common stock outstanding - January 1, 2020

 

 

 

 

9,329,879

 

Issuance of Class A common stock upon conversion of
Class B units to Class A common stock

 

February 2020

 

 

155,224

 

Issuance of Class A common stock upon conversion of
Class B units to Class A common stock

 

March 2020

 

 

20,662

 

Issuance of Class A common stock upon conversion of
Class B units to Class A common stock

 

May 2020

 

 

7,355

 

Issuance of Class A common stock upon vesting of restricted stock units

 

May 2020

 

 

1,896

 

Issuance of Class A common stock upon conversion of
Class B units to Class A common stock

 

June 2020

 

 

5,400

 

Class A common shares outstanding – June 30, 2020

 

 

 

 

9,520,416

 

 

Class B Common Stock

 

 

 

Transaction

 

# of

 

 

 

Date

 

Shares

 

Class B common stock outstanding - January 1, 2020

 

 

 

 

5,031,017

 

Issuance of Class B common stock in connection with the Neosho Acquisition

 

 

 

 

 

 

Cancellation of Class B common stock upon conversion of Class B units to Class A common stock

 

February 2020

 

 

(155,224

)

Cancellation of Class B common stock upon conversion of Class B units to Class A common stock

 

March 2020

 

 

(20,662

)

Cancellation of Class B common stock upon conversion of Class B units to Class A common stock

 

May 2020

 

 

(7,355

)

Issuance of Class B common stock upon vesting of restricted stock units

 

May 2020

 

 

9,546

 

Cancellation of Class B common stock upon conversion of Class B units to Class A common stock

 

June 2020

 

 

(5,400

)

Class B common shares outstanding – June 30, 2020

 

 

 

 

4,851,922