Amended Statement of Ownership (sc 13g/a)
14 February 2018 - 8:16AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Silvercrest
Asset Management Group Inc.
(Name of Issuer)
Class A Common Stock, par value $0.01 per share
(Title of Class of Securities)
828359109
(CUSIP Number)
December
31, 2017
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☒ Rule 13d-1(c)
☐
Rule 13d-1(d)
*
|
The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.
|
The information required in the remainder of this cover page shall not be
deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
CUSIP No.
828359109
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|
|
|
|
|
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1
|
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NAMES OF
REPORTING PERSONS
Marital Trust Under Article 7th of the Will of G. Moffett
Cochran
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Connecticut
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
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5
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SOLE VOTING POWER
648,153
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6
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|
SHARED VOTING POWER
0
|
|
7
|
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SOLE DISPOSITIVE POWER
648,153
|
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
648,153
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10
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|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
8.0%
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12
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
OO
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CUSIP No.
828359109
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|
|
|
|
|
|
1
|
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NAMES OF
REPORTING PERSONS
NonMarital Trust Under Article 8th of the Will of G. Moffett
Cochran
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2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
Connecticut
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
20,000
|
|
6
|
|
SHARED VOTING POWER
0
|
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7
|
|
SOLE DISPOSITIVE POWER
20,000
|
|
8
|
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SHARED DISPOSITIVE POWER
0
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,000
|
10
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
0.2%
|
12
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
OO
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CUSIP No.
828359109
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|
|
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1
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NAMES OF
REPORTING PERSONS
H.C. Stuart Cochran
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2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United States of America
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
668,153
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
668,153
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
668,153
|
10
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
8.2%
|
12
|
|
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
IN
|
CUSIP No.
828359109
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|
|
|
|
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|
1
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NAMES OF
REPORTING PERSONS
Leo Price Blackford
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2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United States of America
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
668,153
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
668,153
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
668,153
|
10
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
8.2%
|
12
|
|
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
IN
|
CUSIP No.
828359109
|
|
|
|
|
|
|
1
|
|
NAMES OF
REPORTING PERSONS
Hamilton Evans James
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2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United States of America
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
668,153
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
668,153
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
668,153
|
10
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
8.2%
|
12
|
|
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
IN
|
Item 1(a).
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Name of Issuer
:
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Silvercrest Asset Management Group Inc. (the Issuer)
Item 1(b).
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Address of Issuers Principal Executive Offices
:
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1330 Ave. of the Americas,
38
th
Floor New York, NY 10019
Item 2(a).
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Names of Persons Filing
:
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The names of the persons filing this report
(collectively, the Reporting Persons) are:
Marital Trust Under Article 7th of the Will of G. Moffett Cochran (the
Marital Trust)
NonMarital Trust Under Article 8th of the Will of G. Moffett Cochran (the NonMarital Trust)
H.C. Stuart Cochran (Mr. Cochran)
Leo Price Blackford (Mr. Blackford)
Hamilton Evans James (Mr. James)
Item 2(b).
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Address of Principal Business Office or, if None, Residence
:
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The address of the
principal business office of each of the Reporting Persons is:
Marital Trust
c/o Silvercrest Asset Management Group Inc.
1330 Avenue of the Americas, 38
th
Floor
New York, NY 10019
NonMarital
Trust
c/o Silvercrest Asset Management Group Inc.
1330 Avenue of the Americas, 38
th
Floor
New York, NY 10019
Mr. Cochran
120 Church
Street
Staunton, VA 24401
Mr. Blackford
c/o
Scott-Macon, Ltd.
800 Third Avenue
New York, NY 10022
Mr. James
c/o Blackstone
Group
345 Park Avenue
New
York, NY 10154
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Marital Trust
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Connecticut
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NonMarital Trust
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Connecticut
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Mr. Cochran
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United States of America
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Mr. Blackford
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United States of America
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Mr. James
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United States of America
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Item 2(d).
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Title of Class
of Securities
:
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Class A common stock, par
value $0.01 per share (Common Stock).
Item 2(e).
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CUSIP Number
:
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828359109
Item 3.
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If this statement is filed pursuant to §§
240.13d-1(b)
or
240.13d-2(b)
or (c), check
whether the person filing is
a:
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Not applicable.
The information required by this item with respect to each Reporting
Person is set forth in Rows 5 through 9 and 11 of the cover page to this Schedule 13G. The ownership percentages reported are based on 8,131,220 shares of outstanding Common Stock, as reported in the Issuers Form
10-Q
filed on November 1, 2017.
Messrs. Cochran, Blackford and James are Trustees of the
NonMarital Trust and the Marital Trust and may be deemed to beneficially own shares of Common Stock beneficially owned by either the Nonmarital Trust or the Marital Trust.
Item 5.
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Ownership of Five Percent or Less of a Class
.
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If this statement is being filed
to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐.
Item 6.
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Ownership of More than Five Percent on Behalf of Another Person
.
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Not applicable.
Item 7.
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Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person
.
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Not applicable.
Item 8.
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Identification and Classification of Members of the Group
.
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Not applicable.
Item 9.
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Notice of Dissolution of Group
.
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Not applicable.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as
a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under
§240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Date: February 12, 2018
MARITAL TRUST UNDER ARTICLE 7
TH
OF THE WILL OF G. MOFFETT COCHRAN
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By:
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/s/ Hamilton Evans James
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Hamilton Evans James
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Trustee
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NONMARITAL TRUST UNDER ARTICLE 8
TH
OF THE WILL OF G. MOFFETT COCHRAN
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By:
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/s/ Hamilton Evans James
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Hamilton Evans James
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Trustee
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/s/ H.C. Stuart Cochran
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H.C. STUART COCHRAN
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/s/ Leo Price Blackford
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LEO PRICE BLACKFORD
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/s/ Hamilton Evans James
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HAMILTON EVANS JAMES
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