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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 |
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1. Name and Address of Reporting Person * STONE POINT CAPITAL LLC | 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 __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) |
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)
___ Form filed by One Reporting Person
_ X _ 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 | 3/16/2021 | C | 351220 | A | (1) | 351220 | I | See Footnotes (3)(8)(11) | ||
Class A Common Stock | 3/16/2021 | S | 351220 | D | $46.20 (2) | 0 | I | See Footnotes (3)(8)(11) | ||
Class A Common Stock | 3/16/2021 | S | 40688 | D | $46.20 (2) | 955755 | I | See Footnotes (4)(9)(10)(11) | ||
Class A Common Stock | 3/16/2021 | S | 285272 | D | $46.20 (2) | 6701039 | I | See Footnotes (5)(9)(10)(11) | ||
Class A Common Stock | 3/16/2021 | S | 6046 | D | $46.20 (2) | 142016 | I | See Footnotes (6)(9)(10)(11) |
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 | ||||||||
Units of Focus Financial Partners, LLC (1) | (1) | 3/16/2021 | C | 351220 | (1) | (1) | Class A Common Stock | 351220 | $0.00 | 8250165 | I | See Footnotes (7)(8)(11) |
Remarks: James D. Carey, a member and managing director of Stone Point Capital LLC, is a member of the board of directors of the Issuer. Mr. Carey is (i) an owner of one of the five general partners of Trident Capital VI, L.P. (the general partner of each of the Trident Partnerships) and (ii) an owner of one of five members of Trident FFP FP LLC (the general partner of Trident FFP LP). On the basis of the relationships between Mr. Carey and the Reporting Persons, each of the Reporting Persons may be deemed a director by deputization in respect of the Issuer. |
Reporting Owners | |||||
Reporting Owner Name / Address | |||||
Director | 10% Owner | Officer | Other | ||
STONE POINT CAPITAL LLC 20 HORSENECK LANE GREENWICH, CT 06830-6327 | X | X | |||
Trident FFP LP C/O STONE POINT CAPITAL LLC 20 HORSENECK LANE GREENWICH, CT 06830-6327 | X | X | |||
Trident VI, L.P. C/O STONE POINT CAPITAL LLC 20 HORSENECK LANE GREENWICH, CT 06830-6327 | X | X | |||
Trident VI Parallel Fund, L.P. C/O STONE POINT CAPITAL LLC 20 HORSENECK LANE GREENWICH, CT 06830-6327 | X | X | |||
Trident VI DE Parallel Fund, L.P. C/O STONE POINT CAPITAL LLC 20 HORSENECK LANE GREENWICH, CT 06830-6327 | X | X | |||
Trident FFP GP LLC C/O STONE POINT CAPITAL LLC 20 HORSENECK LANE GREENWICH, CT 06830-6327 | X | X | |||
Trident Capital VI, L.P. C/O STONE POINT CAPITAL LLC 20 HORSENECK LANE GREENWICH, CT 06830-6327 | X | X |
Signatures | ||
TRIDENT FFP LP, By: Trident FFP GP LLC, its general partner, By: Trident VI, L.P., its sole member, By: Trident Capital VI, L.P. its general partner, By: DW Trident VI, LLC, its general partner, By: /s/ Jacqueline Giammarco, Name: Jacqueline Giammarco, Ti | 3/18/2021 | |
**Signature of Reporting Person | Date | |
TRIDENT VI, L.P., By: Stone Point Capital LLC, its manager, By: /s/ Jacqueline Giammarco, Name: Jacqueline Giammarco, Title: Chief Compliance Officer | 3/18/2021 | |
**Signature of Reporting Person | Date | |
TRIDENT VI PARALLEL FUND, L.P., By: Stone Point Capital LLC, its manager, By: /s/ Jacqueline Giammarco, Name: Jacqueline Giammarco, Title: Chief Compliance Officer | 3/18/2021 | |
**Signature of Reporting Person | Date | |
TRIDENT VI DE PARALLEL FUND, L.P., By: Stone Point Capital LLC, its manager, By: /s/ Jacqueline Giammarco, Name: Jacqueline Giammarco, Title: Chief Compliance Officer | 3/18/2021 | |
**Signature of Reporting Person | Date | |
TRIDENT FFP GP LLC, By: Trident VI, L.P., its sole member, By: Trident Capital VI, L.P. its general partner, By: DW Trident VI, LLC, its general partner, By: /s/ Jacqueline Giammarco, Name: Jacqueline Giammarco, Title: Vice President | 3/18/2021 | |
**Signature of Reporting Person | Date | |
TRIDENT CAPITAL VI, L.P., By: DW Trident VI, LLC, a general partner, By: /s/ Jacqueline Giammarco, Name: Jacqueline Giammarco, Title: Vice President | 3/18/2021 | |
**Signature of Reporting Person | Date | |
STONE POINT CAPITAL LLC, By: /s/ Jacqueline Giammarco, Name: Jacqueline Giammarco, Title: Chief Compliance Officer | 3/18/2021 | |
**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. |
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