Forgent Power (NASDAQ: FPS) legal chief reports 506,428 incentive share equivalents
Rhea-AI Filing Summary
Forgent Power Solutions, Inc.’s Chief Legal Officer, Tyson Hottinger, filed an initial statement of beneficial ownership. He reports incentive units that are economically equivalent to 506,428 shares of Class A common stock based on the initial public offering price.
The incentive units are profits interests in Forgent Parent I LP and give a right to receive distributions from that partnership. After the company’s initial public offering, unvested incentive units will vest in eight equal three‑month installments if he remains continuously employed or engaged. Distributions may be paid in an equivalent number of Class A shares or, at Forgent Parent I LP’s election, in cash.
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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, and is 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 Forgent Parent I LP, 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.