Statement of Changes in Beneficial Ownership (4)
01 September 2021 - 10:30PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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COHEN DANIEL G |
2. Issuer Name and Ticker or Trading Symbol
Perella Weinberg Partners
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PWP
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
767 FIFTH AVENUE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/31/2021 |
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(Street)
NEW YORK, NY 10153
(City)
(State)
(Zip)
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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
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Class A Common Stock | 8/31/2021 | | A | | 3580 (1) | A | $0.00 | 3580 | D | |
| Class A Common Stock | 8/31/2021 | | A | | 5490 (2) | A | $0.00 | 9070 | D | |
| Class A Common Stock | | | | | | | | 69874 | I | By FinTech Masala Advisors IV, LLC (3) |
| Class A Common Stock | | | | | | | | 69874 | I | By FinTech Masala Advisors IV, LLC (4) |
| Class A Common Stock | | | | | | | | 781133 | I | By FinTech Masala Holdings, LLC (5) |
| Class A Common Stock | | | | | | | | 781132 | I | By FinTech Masala Holdings, LLC (6) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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 |
| Explanation of Responses: |
| (1) | Includes 3,580 unvested shares subject to awards of director restricted stock units ("RSUs"), which vest in three equal installments on the 12, 24 and 36 month anniversaries of the grant date, subject to continued board service through each vesting date. Each RSU represents a contingent right to receive one share of Class A common stock. |
| (2) | Includes 5,490 unvested shares subject to awards of RSUs, which vest on the date of Perella Weinberg Partners' next general annual stockholder meeting following the grant date, subject to continued board service through such date. |
| (3) | Represents shares held directly by FinTech Masala Advisors IV, LLC ("Masala"). The reporting person is a member of Masala. The amount reported consists of the reporting person's pecuniary interest therein. The reporting person disclaims beneficial ownership of any other securities held directly by Masala, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for any other purpose. |
| (4) | Represents shares held directly by Masala. DGC Family FinTech Trust (the "Trust") is a member of Masala. The children of the reporting person are beneficiaries of the Trust. The amount reported consists of the Trust's pecuniary interest therein. Each of the reporting person and the Trust disclaims beneficial ownership of any other securities held directly by Masala, except to the extent of his or its respective pecuniary interest therein, and this report shall not be deemed an admission that the reporting person or the Trust is the beneficial owner of such securities for any other purpose. |
| (5) | Represents shares held directly by FinTech Investor Holdings IV, LLC ("Holdings") and Masala, each of which is managed by Cohen Sponsor Interests IV, LLC ("Manager"), which, in turn, is indirectly owned by FinTech Masala Holdings, LLC ("Manager HoldCo"). The reporting person owns one-third of Manager HoldCo. The amount reported consists of the reporting person's pecuniary interest therein. The reporting person disclaims beneficial ownership of any other securities held directly by Holdings and Masala, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for any other purpose. |
| (6) | Represents shares held directly by Holdings and Masala, each of which is managed by Manager, which, in turn, is indirectly owned by Manager HoldCo. The Trust owns one-third of Manager HoldCo. The amount reported consists of the Trust's pecuniary interest therein. Each of the reporting person and the Trust disclaims beneficial ownership of any other securities held directly by Holdings and Masala, except to the extent of his or its respective pecuniary interest therein, and this report shall not be deemed an admission that the reporting person or the Trust is the beneficial owner of such securities for any other purpose. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
COHEN DANIEL G
767 FIFTH AVENUE
NEW YORK, NY 10153 | X |
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Signatures
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| /s/ Mark Polemeni, as Attorney-in-Fact | | 9/1/2021 |
| **Signature of Reporting Person | Date |
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