P10, Inc. — Director's Dealing 2021

Oct 27, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: P10, Inc. (PX)
CIK: 0001841968
Period of Report: 2021-10-25

Reporting Person: 210 Capital, LLC (10% Owner)
Reporting Person: COVENANT RHA PARTNERS, L.P. (10% Owner)
Reporting Person: CCW/LAW Holdings, LLC (10% Owner)
Reporting Person: RHA Investments, Inc. (10% Owner)
Reporting Person: Alpert Robert H (Director, Co-Chief Executive Officer, 10% Owner)
Reporting Person: Webb C Clark (Director, Co-Chief Executive Officer, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-10-25	Class A Common Stock	C	1172884	—	Acquired	1172884	Indirect
2021-10-25	Class A Common Stock	S	1172884	$12	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-10-25	Class B Common Stock	$	C	1172884	Disposed		Class A Common Stock (1172884)	Indirect

Footnotes

F1: This Form 4 is being filed by 210/P10 Acquisition Partners, LLC ("210/P10"), in its capacity as direct holder of shares of Class B Common Stock, 210 Capital, LLC ("210 Capital"), in its capacity as sole member of 210/P10, Covenant RHA Partners, L.P. ("RHA Partners"), in its capacity as member of 210 Capital, CCW/LAW Holdings, LLC ("CCW Holdings"), in its capacity as member of 210 Capital, Mr. Webb, in his capacity as sole member of CCW Holdings, RHA Investments, Inc. ("RHA Investments"), in its capacity as general partner of RHA Partners, and Mr. Alpert, in his capacity as President and sole shareholder of RHA Investments (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities of the Issuer reported herein, except to the extent of his or its pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that such persons are beneficial owners of the securities of the Issuer reported herein.

F2: Holders of Class B Common Stock may elect to convert such shares on a one-for-one basis into Class A Common Stock at any time. After a Sunset (as defined below) becomes effective, each share of Class B Common Stock will automatically convert into Class A Common Stock.

F3: Continued from Footnote 2: A "Sunset" is triggered by any of the earlier of the following: (i) the Sunset Holders (as defined in the amended and restated certificate of incorporation of the Issuer (the "Charter")) cease to maintain direct or indirect beneficial ownership of 10% of the outstanding shares of Class A Common Stock (determined assuming all outstanding shares of Class B Common Stock have been converted into Class A Common Stock), (ii) the Sunset Holders collectively cease to maintain direct or indirect beneficial ownership of at least 25% of the aggregate voting power of the outstanding shares of Common Stock, and (iii) upon the tenth anniversary of the effective date of the Charter. On October 25, 2021, each Reporting Person directed the sale of shares of Class B Common Stock, as reported herein, resulting in the automatic conversion of the shares into Class A Common Stock upon execution of the sale.

F4: Represents securities of the Issuer owned directly by 210/P10. By virtue of their relationship with 210/P10 described in Footnote 1, each of 210 Capital, RHA Partners, CCW/Law Holdings, RHA Investments, Mr. Webb and Mr. Alpert may be deemed to beneficially own the securities of the Issuer owned directly by 210/P10.