FORM 4
☒
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 |
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1. Name and Address of Reporting Person * Adolf Ruediger | 2. Issuer Name and Ticker or Trading Symbol Focus Financial Partners Inc. [ FOCS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CEO and Chairman |
3. Date of Earliest Transaction
(MM/DD/YYYY)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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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. Trans. Date | 2A. Deemed Execution Date, if any |
3. Trans. 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, $0.01 par value | 8/31/2023 | M(4) | 1,795,225 | A | (4) | 1,795,225 | D | |||
Class A Common Stock, $0.01 par value | 8/31/2023 | D(1)(2) | 1,795,225 | D | $53 (1)(2) | 0 | D | |||
Class A Common Stock, $0.01 par value | 8/31/2023 | M(4) | 584,552 | A | (4) | 584,552 | I | By Adolf Family Trust II (16) | ||
Class A Common Stock, $0.01 par value | 8/31/2023 | D(1)(2) | 584,552 | D | $53 (1)(2) | 0 | I | By Adolf Family Trust II (16) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 | ||||||||
Common Units in Focus Financial Partners, LLC | (14) | 8/31/2023 | F (14) | 19,014 | (14) | (14) | Class A Common Stock, $0.01 par value | 19,014 | $53 | 105,421 | D | ||||
Common Units in Focus Financial Partners, LLC | (3) | 8/31/2023 | J (3) | 56,604 | (14) | (14) | Class A Common Stock, $0.01 par value | (3) | $53 | 48,817 | D | ||||
Common Units in Focus Financial Partners, LLC | (3) | 8/31/2023 | J (3) | 132,075 | (15) | (15) | Class A Common Stock, $0.01 par value | (3) | $53 | 28,375 | I | By Adolf Family Trust II (16) | |||
Common Units in Focus Financial Partners, LLC | (4) | 8/31/2023 | M (4) | 48,817 | (14) | (14) | Class A Common Stock, $0.01 par value | 48,817 | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $1.42 (5) | 8/31/2023 | M (4) | 421 | (7) | (7) | Common Units in Focus Financial Partners, LLC | 410 | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $5.5 (5) | 8/31/2023 | M (4) | 798 | (7) | (7) | Common Units in Focus Financial Partners, LLC | 715 | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $6 (5) | 8/31/2023 | M (4) | 386 | (7) | (7) | Common Units in Focus Financial Partners, LLC | 342 | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $16 (5) | 8/31/2023 | M (4) | 16,511 | (7) | (7) | Common Units in Focus Financial Partners, LLC | 11,527 | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $7 (5) | 8/31/2023 | M (4) | 1,081 | (7) | (7) | Common Units in Focus Financial Partners, LLC | 938 | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $9 (5) | 8/31/2023 | M (4) | 157,000 | (7) | (7) | Common Units in Focus Financial Partners, LLC | 130,340 | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $11 (5) | 8/31/2023 | M (4) | 220,000 | (7) | (7) | Common Units in Focus Financial Partners, LLC | 174,339 | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $13 (5) | 8/31/2023 | M (4) | 195,000 | (7) | (7) | Common Units in Focus Financial Partners, LLC | 147,170 | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $19 (5) | 8/31/2023 | M (4) | 200,000 | (7) | (7) | Common Units in Focus Financial Partners, LLC | 128,302 | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $21 (5) | 8/31/2023 | M (4) | 890,640 | (7) | (7) | Common Units in Focus Financial Partners, LLC | 537,745 | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $23 (5) | 8/31/2023 | M (4) | 206,284 | (7) | (7) | Common Units in Focus Financial Partners, LLC | 116,765 | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $33 (5) | 8/31/2023 | M (4) | 466,691 | (6) | (6) | Common Units in Focus Financial Partners, LLC | 176,110 | $0 | 333,309 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $33 (5) | 8/31/2023 | D (6) | 333,309 | (6) | (6) | Class A Common Stock, $0.01 par value | (6) | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $28.5 (5) | 8/31/2023 | M (4) | 331,642 | (7) | (7) | Common Units in Focus Financial Partners, LLC | 153,306 | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $27.9 (5) | 8/31/2023 | M (4) | 306,788 | (8) | (8) | Common Units in Focus Financial Partners, LLC | 145,290 | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $44.71 (5) | 8/31/2023 | M (4) | 82,080 | (9) | (9) | Common Units in Focus Financial Partners, LLC | 12,839 | $0 | 0 | D | ||||
Incentive Units in Focus Financial Partners, LLC | $37.59 (5) | 8/31/2023 | M (4) | 35,322 | (10) | (10) | Common Units in Focus Financial Partners, LLC | 10,270 | $0 | 0 | D | ||||
Common Units in Focus Financial Partners, LLC | (4) | 8/31/2023 | M (4) | 1,746,408 | (4) | (4) | Class A Common Stock, $0.01 par value | 1,746,408 | (4) | 1,795,225 | D | ||||
Common Units in Focus Financial Partners, LLC | (4) | 8/31/2023 | M (4) | 1,795,225 | (4) | (4) | Class A Common Stock, $0.01 par value | 1,795,225 | (4) | 0 | D | ||||
Common Units in Focus Financial Partners, LLC | (4) | 8/31/2023 | M (4) | 28,375 | (4) | (4) | Class A Common Stock, $0.01 par value | 28,375 | $0 | 0 | I | By Adolf Family Trust II (16) | |||
Incentive Units in Focus Financial Partners, LLC | $11 (5) | 8/31/2023 | M (4) | 90,000 | (7) | (7) | Common Units in Focus Financial Partners, LLC | 71,321 | $0 | 0 | I | By Adolf Family Trust II (16) | |||
Incentive Units in Focus Financial Partners, LLC | $12 (5) | 8/31/2023 | M (4) | 470,000 | (7) | (7) | Common Units in Focus Financial Partners, LLC | 363,585 | $0 | 0 | I | By Adolf Family Trust II (16) | |||
Incentive Units in Focus Financial Partners, LLC | $23 (5) | 8/31/2023 | M (4) | 100,000 | (7) | (7) | Common Units in Focus Financial Partners, LLC | 56,604 | $0 | 0 | I | By Adolf Family Trust II (16) | |||
Incentive Units in Focus Financial Partners, LLC | $27.9 (5) | 8/31/2023 | M (4) | 100,000 | (11) | (11) | Common Units in Focus Financial Partners, LLC | 47,358 | $0 | 0 | I | By Adolf Family Trust II (16) | |||
Incentive Units in Focus Financial Partners, LLC | $44.71 (5) | 8/31/2023 | M (4) | 45,000 | (12) | (12) | Common Units in Focus Financial Partners, LLC | 7,039 | $0 | 0 | I | By Adolf Family Trust II (16) | |||
Incentive Units in Focus Financial Partners, LLC | $37.59 (5) | 8/31/2023 | M (4) | 35,322 | (13) | (13) | Common Units in Focus Financial Partners, LLC | 10,270 | $0 | 0 | I | By Adolf Family Trust II (16) |
Reporting Owners | |||||
Reporting Owner Name / Address | |||||
Director | 10% Owner | Officer | Other | ||
Adolf Ruediger 515 NORTH FLAGLER DRIVE WEST PALM BEACH, FL 33401 | X | CEO and Chairman |
Signatures | ||
/s/ J. Russell McGranahan as Attorney-in-Fact | 9/1/2023 | |
**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). |
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