Forgent Power Solutions (FPS) CFO reports incentive units equal to 536,097 shares
Rhea-AI Filing Summary
Forgent Power Solutions, Inc. Chief Financial Officer Ryan Fiedler reported his initial beneficial ownership of incentive units linked to the company’s Class A common stock. These incentive units currently correspond to the equivalent of 536,097 shares of Class A common stock, based on the initial public offering price.
The incentive units are issued through Forgent Parent I LP, Forgent Parent II LP and Forgent Parent III LP and are intended to function as profits interests for tax purposes. After the company’s initial public offering, unvested units vest in eight equal three‑month installments if he remains employed. Distributions on these units may be made in either an equivalent number of Class A shares or, at the election of the Forgent Parent entities, in cash. Fiedler may be deemed to beneficially own only to the extent of his pecuniary interest and expressly disclaims ownership beyond that.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Incentive units | -- | -- | -- |
Footnotes (1)
- The incentive units represent a right to receive distributions from Forgent Parent I LP, Forgent Parent II LP and Forgent Parent III LP (the "Forgent Parent Entities") and are intended to constitute profits interests for federal income tax purposes. Following the consummation of the Issuer's initial public offering, unvested incentive units will vest in eight equal three-month installments if the Reporting Person is, and has continuously been, employed or engaged by the Issuer through the applicable vesting date. Distributions on incentive units are determined by, and subject to the conditions of, the terms of the applicable limited partnership agreement, and may be paid in (i) an equivalent number of shares of the Issuer's Class A common stock based on its then-current value or, (ii) at the election of the Forgent Parent Entities, cash. Represents the equivalent number of shares of Class A common stock of the Issuer represented by the Reporting Person's incentive units in the Forgent Parent Entities, based upon the initial public offering price of the Class A common stock, which amount is subject to adjustment in accordance with the terms of the applicable limited partnership agreement, as it may be amended from time to time. Not applicable. The Reporting Person may be deemed to beneficially own shares of Class A common stock underlying the incentive units to the extent of his direct or indirect pecuniary interest in the profits, capital accounts or distributions on such incentive interests. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of the Reporting Person's pecuniary interest therein, if any. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities in excess of the Reporting Person's pecuniary interest.