Director Poston Edwin A. converted options into 179,913 shares and covered exercise/tax liability with 79,077 shares (SEC Form 4)
$PX
Investment Managers
Finance
| 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). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
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) 03/08/2025 | ||||||||||||||||||||||||||
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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 | ||||||
| Class A Common Stock | 03/08/2025 | M | 107,948 | A | (1) | 107,948 | D(2) | |||
| Class A Common Stock | 03/08/2025 | F | 47,446 | D | $12.61 | 60,502 | D(2) | |||
| Class A Common Stock | 1,521,522 | I(3) | By TrueBridge Colonial Fund, U/A dated 11/15/2015 | |||||||
| Class A Common Stock | 521,664 | I(4) | By Edwin A. Poston Revocable Trust | |||||||
| Class A Common Stock | 03/08/2025 | M | 71,965 | A | (1) | 126,149 | D(5) | |||
| Class A Common Stock | 03/08/2025 | F | 31,631 | D | $12.61 | 94,518 | D(5) | |||
| Class A Common Stock | 4,294,857 | I(6) | By The Mel Williams Irrevocable Trust u/a/d August 12, 2015 | |||||||
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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 Units | (1) | 03/08/2025 | M | 107,948 | (7) | (7) | Class A Common Stock | 107,948 | $0 | 0 | D | ||||
| Restricted Stock Units | (1) | 03/08/2025 | M | 71,965 | (8) | (8) | Class A Common Stock | 71,965 | $0 | 0 | D | ||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. Each restricted stock unit ("RSU") represents a right to receive one share of the Issuer's Class A Common Stock upon vesting. |
| 2. These securities are owned directly by Mr. Poston. |
| 3. Represents securities of the Issuer owned indirectly by TrueBridge Colonial Fund, U/A dated 11/15/2015 ("TrueBridge Colonial"). First Republic Trust Company of Delaware, as trustee of TrueBridge Colonial, may be deemed to beneficially own the securities of the Issuer owned indirectly by TrueBridge Colonial. Mr. Poston disclaims beneficial ownership of the securities of the Issuer reported herein, except to the extent of his pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that the Reporting Person is a beneficial owner of the securities of the Issuer reported herein. |
| 4. Represents securities of the Issuer owned directly by the Edwin A. Poston Revocable Trust (the "Poston Trust"). Mr. Poston, as sole trustee of the Poston Trust, may be deemed to beneficially own the securities of the Issuer owned indirectly by TrueBridge Colonial. Mr. Poston disclaims beneficial ownership of the securities of the Issuer reported herein, except to the extent of his pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that the Reporting Person is a beneficial owner of the securities of the Issuer reported herein. |
| 5. These securities are owned directly by Mr. Williams. |
| 6. Represents securities of the Issuer owned directly by The Mel Williams Irrevocable Trust u/a/d August 12, 2015 (The "Mel Trust"). Alliance Trust Company, as trustee of the Mel Trust, may be deemed to beneficially own the securities of the Issuer owned directly by the Mel Trust. Mr. Williams disclaims beneficial ownership of the securities of the Issuer reported herein, except to the extent of his pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that the Reporting Person is a beneficial owner of the securities of the Issuer reported herein. |
| 7. On March 8, 2024, Mr. Poston was granted a total of 107,948 RSUs, all of which vested on the first anniversary of the grant date. |
| 8. On March 8, 2024, Mr. Williams was granted a total of 71,965 RSUs, all of which vested on the first anniversary of the grant date. |
| Remarks: |
| This Form 4 is being filed by Edwin Poston and Mel Williams (collectively, the "Reporting Persons"). The Reporting Persons are 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 reported herein, except to the extent of his pecuniary interest therein, 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. In addition, Mr. Poston serves as a director on the Board of Directors of the Issuer. |
| By: Dominic Hong, as Attorney-in-Fact for the Reporting Persons, /s/ Dominic Hong | 03/11/2025 | |
| ** 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. | ||