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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 1, 2021

 

 

Artisan Partners Asset Management Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-35826   45-0969585

(State or other jurisdiction of

incorporation or organization)

 

(Commission

file number)

 

(I.R.S. Employer

Identification No.)

875 E. Wisconsin Avenue, Suite 800

Milwaukee, WI 53202

(Address of principal executive offices and zip code)

(414) 390-6100

(Registrant’s telephone number, including area code)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol

 

Name of each exchange

on which registered

Class A common stock, par value $0.01 per share   APAM   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 


Item 8.01. Other Events.

On March 1, 2021, the previously announced sale in an underwritten offering (the “Offering”) of 1,110,080 shares of Class A common stock (the “Shares”) of Artisan Partners Asset Management Inc. (the “Company”), consisting of 963,614 Shares sold by the Company and 146,466 Shares sold by the selling stockholder named in Schedule II to the Underwriting Agreement (as defined below), to BofA Securities, Inc. was completed. The Company used all of the proceeds of the offering received from the sale of Shares sold by the Company to purchase 963,614 common units of Artisan Partners Holdings LP (“Holdings”), the Company’s direct subsidiary, from certain limited partners, including employee-partners, of Holdings. The Company did not receive any of the proceeds from the sale of Shares by the selling stockholder. The completion of the transaction increased the Company’s public float of Class A common stock by 963,614 shares.

In connection with the Offering, the Company, Holdings, the selling stockholder and BofA Securities, Inc. entered into an underwriting agreement (the “Underwriting Agreement”), which contains customary representations, warranties and covenants and includes the terms and conditions for the sale of the Shares by the Company and the selling stockholder to BofA Securities, Inc., indemnification and contribution obligations and other terms and conditions customary in agreements of this type.

A copy of the Underwriting Agreement is filed as Exhibit 1.1 hereto and is incorporated by reference.

The information in this Item 8.01, including the exhibit incorporated herein by reference, shall be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended, and shall be deemed incorporated by reference in the Company’s filings under the Securities Act of 1933, as amended.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit

No.

   Description of Exhibit
1.1    Underwriting Agreement, dated as of February 24, 2021, among Artisan Partners Asset Management Inc., Artisan Partners Holdings LP, the selling stockholder named therein and BofA Securities, Inc.
5.1    Opinion of Sullivan & Cromwell LLP
23.1    Consent of Sullivan & Cromwell LLP (included in Exhibit 5.1)
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    Artisan Partners Asset Management Inc.
Date: March 1, 2021     By:  

/s/ Charles J. Daley, Jr.

 
    Name:   Charles J. Daley, Jr.  
    Title:   Executive Vice President, Chief Financial Officer and Treasurer