Annual report pursuant to Section 13 and 15(d)

Equity (Tables)

v3.22.4
Equity (Tables)
12 Months Ended
Dec. 31, 2022
Equity [Abstract]  
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