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Silvercrest (SAMG) CFO receives 10,922 RSUs convertible into Class A shares

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Silvercrest Asset Management Group Inc. reported an equity award to its Chief Financial Officer. On December 3, 2025, the CFO received 10,922 restricted stock units (RSUs), recorded as Class B common stock with a price of $0 because they are a grant, not a market purchase. Following this award, the CFO beneficially owns 161,658 shares of Class B common stock directly.

Each RSU corresponds to a Class B Unit in Silvercrest L.P., which is paired with a share of Class B common stock and is exchangeable on a one-for-one basis for Class A common stock under an existing Exchange Agreement. The RSUs vest in four equal installments of 25% on each of the first four anniversaries of the December 3, 2025 grant date. The filing also notes that exchanges of Class B Units into Class A common stock and related sales are subject to timing and volume limits and can generally be sold only during the first 10 days of the open trading window of each quarter.

Positive

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Negative

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Insider GERARD SCOTT A
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Class B Units 10,922 $0.00 --
Grant/Award Class B Common Stock, par value $0.01 10,922 $0.00 --
Holdings After Transaction: Class B Units — 161,658 shares (Direct); Class B Common Stock, par value $0.01 — 161,658 shares (Direct)
Footnotes (1)
  1. Represents a grant of restricted stock units ("RSUs"). Each RSU represents the right to receive a Class B Unit in Silvercrest L.P., each of which is paired with a share of Class B common stock of Silvercrest Asset Management Group Inc. (the "Company"). The Class B Units are exchangeable on a one-for-one basis for Class A common stock of the Company upon the terms and subject to the conditions set forth in the Exchange Agreement (the "Exchange Agreement"), dated as of June 26, 2014. Class B common stock corresponding to the Class B Units are automatically cancelled upon such conversion. Twenty-five percent of the restricted stock units granted vest and settle on each of the first, second, third and fourth anniversaries of December 3, 2025, the grant date. When the holder of a Class B Unit exchanges or forfeits such Class B Unit pursuant to the terms of the amended and restated certificate of incorporation of the Company and the second amended and restated limited partnership agreement of Silvercrest L.P. (the "Amended LPA"), each corresponding share of Class B common stock is redeemed for its par value and cancelled by the Company. Each Class B Unit is exchangeable for a share of Class A common stock of the Company, subject to the timing and volume limitations set forth in the Amended LPA. Pursuant to the Exchange Agreement, so long as the holder is employed by Silvercrest L.P., each year in the period beginning on January 2, 2014, the holder and his permitted transferees may collectively exchange for shares of Class A common stock up to the number of vested Class B units that equals 20% of all Class B units such holder and his or her permitted transferees collectively hold as of the first day of that year, in accordance with the timing restrictions described in footnote 5 below. The holder must retain at least 25% of the number of Class B units held by the holder on July 2, 2013. Holders of Class B units are permitted to sell shares of Class A common stock issued upon exchange of Class B units during the first 10-day period of the open trading window of each quarter.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
GERARD SCOTT A
(Last) (First) (Middle)
C/O SILVERCREST ASSET MGMT GROUP INC.
1330 AVE. OF THE AMERICAS, 38TH FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Silvercrest Asset Management Group Inc. [ SAMG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
12/03/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 B Common Stock, par value $0.01 12/03/2025 A(1)(2) 10,922 A $0 161,658 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Class B Units(3)(4)(5) (3) 12/03/2025 A(1) 10,922 (4)(5) (4)(5) Class A Common Stock, par value $0.01 10,922 $0 161,658 D
Explanation of Responses:
1. Represents a grant of restricted stock units ("RSUs"). Each RSU represents the right to receive a Class B Unit in Silvercrest L.P., each of which is paired with a share of Class B common stock of Silvercrest Asset Management Group Inc. (the "Company"). The Class B Units are exchangeable on a one-for-one basis for Class A common stock of the Company upon the terms and subject to the conditions set forth in the Exchange Agreement (the "Exchange Agreement"), dated as of June 26, 2014. Class B common stock corresponding to the Class B Units are automatically cancelled upon such conversion. Twenty-five percent of the restricted stock units granted vest and settle on each of the first, second, third and fourth anniversaries of December 3, 2025, the grant date.
2. When the holder of a Class B Unit exchanges or forfeits such Class B Unit pursuant to the terms of the amended and restated certificate of incorporation of the Company and the second amended and restated limited partnership agreement of Silvercrest L.P. (the "Amended LPA"), each corresponding share of Class B common stock is redeemed for its par value and cancelled by the Company.
3. Each Class B Unit is exchangeable for a share of Class A common stock of the Company, subject to the timing and volume limitations set forth in the Amended LPA.
4. Pursuant to the Exchange Agreement, so long as the holder is employed by Silvercrest L.P., each year in the period beginning on January 2, 2014, the holder and his permitted transferees may collectively exchange for shares of Class A common stock up to the number of vested Class B units that equals 20% of all Class B units such holder and his or her permitted transferees collectively hold as of the first day of that year, in accordance with the timing restrictions described in footnote 5 below. The holder must retain at least 25% of the number of Class B units held by the holder on July 2, 2013.
5. Holders of Class B units are permitted to sell shares of Class A common stock issued upon exchange of Class B units during the first 10-day period of the open trading window of each quarter.
/s/ Julie Mediamolle, Attorney-in-Fact 12/05/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Silvercrest (SAMG) report for its CFO?

The Chief Financial Officer of Silvercrest Asset Management Group Inc. reported receiving a grant of 10,922 restricted stock units (RSUs) on December 3, 2025. These are reported as Class B common stock with a grant price of $0.

How many Silvercrest (SAMG) shares does the CFO own after this transaction?

After the reported RSU grant, the CFO beneficially owns 161,658 shares of Class B common stock of Silvercrest Asset Management Group Inc., held directly.

How do the Silvercrest (SAMG) RSUs and Class B Units convert into Class A common stock?

Each RSU represents a right to receive a Class B Unit in Silvercrest L.P., which is paired with a share of Class B common stock. Each Class B Unit is exchangeable on a one-for-one basis for a share of Class A common stock of the company under the Exchange Agreement, subject to timing and volume limits in the Amended LPA.

What is the vesting schedule for the CFO’s 10,922 RSUs at Silvercrest (SAMG)?

The 10,922 restricted stock units granted to the CFO vest and settle in four equal installments. Twenty-five percent vest on each of the first, second, third, and fourth anniversaries of the December 3, 2025 grant date.

Are there limits on exchanging and selling Class B Units for Silvercrest (SAMG) Class A stock?

Yes. Under the Exchange Agreement, each year beginning January 2, 2014, the holder and permitted transferees may exchange up to 20% of all Class B Units they hold as of the first day of that year, and must retain at least 25% of the Class B Units held on July 2, 2013. Holders may sell Class A common stock issued upon exchange only during the first 10-day period of the open trading window of each quarter.

What happens to Silvercrest (SAMG) Class B common stock when Class B Units are exchanged?

When a holder exchanges or forfeits a Class B Unit, the corresponding share of Class B common stock is redeemed for its par value and cancelled. Upon exchange into Class A common stock, the paired Class B common stock is automatically cancelled as described in the Exchange Agreement and Amended LPA.