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Cortezi Nicholas Dominic's Form 4 filing

Ryan Specialty Holdings, Inc. (RYAN) · filed Jun 29, 2023

Accession no.
0001209191-23-040186
Filed
Jun 29, 2023
Trade date
Jun 27-28, 2023
Filing delay
2 days
Rule 10b5-1 plan
Not checked

This filing lists 6 non-derivative transactions and 2 derivative transactions. Open-market sales total $2.20M. It was filed 2 days after the trade.

Reporting owners

A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.

Reporting owners on this filing
OwnerRelationship to the company
Cortezi Nicholas DominicCIK 0001869971Director

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Jun 27, 2023Class B Common StockCConversionDisposed−25,000$0.00$05,045,895Indirect
Jun 27, 2023Class A Common StockCConversionAcquired+25,000$0.00$025,000Indirect
Jun 27, 2023Class A Common StockSSaleDisposed−25,000$44.01F3−$1,100,2500Indirect
Jun 28, 2023Class B Common StockCConversionDisposed−25,000$0.00$05,020,895Indirect
Jun 28, 2023Class A Common StockCConversionAcquired+25,000$0.00$025,000Indirect
Jun 28, 2023Class A Common StockSSaleDisposed−25,000$44.08F4−$1,102,0000Indirect

Derivative securities (Table II)

Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
Jun 27, 2023Class A Common StockCConversionDisposed−25,000–F1–5,045,895Indirect
Jun 28, 2023Class A Common StockCConversionDisposed−25,000–F1–5,020,895Indirect

Footnotes and remarks

Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.

F1

Shares of Class B Common Stock, par value $0.001 per share, ("Class B Common Stock") do not represent economic interests in Ryan Specialty Holdings, Inc. (the "Issuer"). Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class B Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. Upon exchange of Common Units ("Common Units") of New Ryan Specialty, LLC that are held by the Reporting Person and reported in Table II hereof, for an equal number of shares of Class A common Stock of the Issuer, an equal number of shares of the Issuer's Class B Common Stock will be cancelled for no consideration.

Referenced by the price of 2 transactions in Table II.

F3

The price reported is a weighted average price. These shares of Class A Common Stock, par value $0.001 per share, ("Class A Common Stock") were sold in multiple transactions ranging from $44.00 to $44.06, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Class A Common Stock sold at each separate price in the ranges set forth in this footnote. The securities were sold pursuant to a 10b5-1 plan entered into on December 14, 2022.

Referenced by the price of 1 transaction in Table I.

F4

The price reported is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions ranging from $44.00 to $44.20, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Class A Common Stock sold at each separate price in the ranges set forth in this footnote. The securities were sold pursuant to a 10b5-1 plan entered into on December 14, 2022.

Referenced by the price of 1 transaction in Table I.

Read the full filing on SEC EDGAR (opens in a new tab)