Silvercrest Asset Management Group LLC Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

Equity (Tables)

Equity (Tables)

12 Months Ended

Dec. 31, 2022

Summary of Authorized and Outstanding Equity

Silvercrest has the following authorized and outstanding equity:

Shares at December 31, 2022

Authorized

Outstanding

Voting Rights

Economic
Rights

Common shares

Class A, par value $0.01 per share

50,000,000

9,559,587

1 vote per share (1), (2)

All (1), (2)

Class B, par value $0.01 per share

25,000,000

4,545,380

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 2022 and 2021, Silvercrest granted 10,270 and 14,318 restricted stock units, respectively, which will vest and settle in the form of Class A shares of Silvercrest, of which 31,974 remain unvested as of December 31, 2022.

(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 4,545,380 Class B units, which represents the right to receive their proportionate share of the distributions made by SLP and 212,927 restricted stock units which will vest and settle in the form of Class B units of SLP. The 212,927 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 deferred equity units have not been issued and are not deemed outstanding, the holders of deferred equity 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 deferred equity 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 year ended December 31, 2022, Silvercrest issued the following shares:

Class A Common Stock


	Transaction	# of
	Date	Shares
Class A common stock outstanding - January 1, 2022			9,869,101
Issuance of Class A common stock upon conversion of Class B units to Class A common stock	March 2022		2,889
Issuance of Class A common stock upon conversion of Class B units to Class A common stock	May 2022		31,922
Issuance of Class A common stock upon conversion of Class B units to Class A common stock	June 2022		7,549
Purchase of Class A common stock of Silvercrest Asset Management Group Inc.	August 2022		(148,579	)
Issuance of Class A common stock upon conversion of Class B units to Class A common stock	August 2022		770
Purchase of Class A common stock of Silvercrest Asset Management Group Inc.	September 2022		(136,930	)
Issuance of Class A common stock upon conversion of Class B units to Class A common stock	September 2022		740
Purchase of Class A common stock Silvercrest Asset Management Group Inc.	November 2022		(57,000	)
Issuance of Class A common stock upon conversion of Class B units to Class A common stock	November 2022		13,933
Purchase of Class A common stock Silvercrest Asset Management Group Inc.	December 2022		(133,190	)
Issuance of Class A common stock upon conversion of Class B units to Class A common stock	December 2022		108,382
Class A common shares outstanding - December 31, 2022			9,559,587

Class B Common Stock


	Transaction	# of
	Date	Shares
Class B common stock outstanding - January 1, 2022			4,593,687
Cancellation of Class B common stock upon conversion of Class B units to Class A common stock	March 2022		(2,889	)
Issuance of Class B common stock in connection with the Neosho Acquisition	April 2022		1,224
Issuance of Class B common stock upon vesting of restricted stock units	May 2022		50,081
Cancellation of Class B common stock upon conversion of Class B units to Class A common stock	May 2022		(31,922	)
Cancellation of Class B common stock upon conversion of Class B units to Class A common stock	June 2022		(7,549	)
Issuance of Class B common stock in connection with the Cortina Acquisition	July 2022		66,573
Cancellation of Class B common stock upon conversion of Class B units to Class A common stock	August 2022		(770	)
Cancellation of Class B common stock upon conversion of Class B units to Class A common stock	September 2022		(740	)
Cancellation of Class B common stock upon conversion of Class B units to Class A common stock	November 2022		(13,933	)
Cancellation of Class B common stock upon conversion of Class B units to Class A common stock	December 2022		(108,382	)
Class B common shares outstanding - December 31, 2022			4,545,380