---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-22-273962"
form_type: "8-K"
ticker: null
cik: "0001399249"
company_name: "Pzena Investment Management, Inc."
filed_at: "2022-10-31T23:59:59+00:00"
generated_at: "2026-06-22T21:30:15.059951+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Pzena Investment Management completes take-private; shareholders get $9.60/sh, delists from NYSE

## Summary
- Merger completed Oct 31, 2022; Class A shareholders received $9.60 per share in cash.
- PZN stock ceased trading and delisted from NYSE; company will operate as privately held.
- New $175M term loan and $25M revolving credit agreement with JPMorgan and Regions Bank entered.
- Existing partners of Pzena Investment Management, LLC now own the company following change in control.
- CEO Richard Pzena says 'excited' for next chapter as private firm.

## SEC filing metadata
- accession: 0001193125-22-273962
- form_type: 8-K
- cik: 0001399249
- company_name: Pzena Investment Management, Inc.
- filed_at: 2022-10-31T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 2.01, 3.01, 3.03, 5.01, 5.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1399249/000119312522273962/0001193125-22-273962-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1399249/000119312522273962/d318159d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-22-273962
- JSON: https://secwatch.observer/filing/0001193125-22-273962.json
- Plain text: https://secwatch.observer/filing/0001193125-22-273962.txt

## Key facts
- M&A Transactions
  Pzena Investment Management, Inc. underwent a change of control involving PIM, LLC for $9.60 per share in cash (closed 2022-10-31).
  - Action: change of control
  - Counterparty: PIM, LLC
  - Consideration: $9.60 per share in cash
  - Closing: 2022-10-31
  source text: share of Class A common stock, par value $0.01 per share, of the Company (each, a “ Class A Share ”), other than certain excluded shares, was converted into the right to receive $9.60 in cash, without interest (the “ Merger Consideration ”), and (2) each issued and outstanding share of Class B common stock, par value $0.000001 per share, of the Company (each, a
  evidence_url: https://www.sec.gov/Archives/edgar/data/1399249/000119312522273962/0001193125-22-273962-index.htm
- Material Agreements
  Pzena Investment Management, Inc. entered into Credit Agreement with the lenders party thereto, JPMorgan Chase Bank, N.A., as an administrative agent, JPM and Regions Bank as joint lead arrangers, the other guarantors party thereto valued at $200,000,000 (effective 2022-10-31).
  - Action: entry
  - Agreement: credit facility
  - Counterparty: the lenders party thereto, JPMorgan Chase Bank, N.A., as an administrative agent, JPM and Regions Bank as joint lead arrangers, the other guarantors party thereto
  - Value: $200,000,000
  - Effective: 2022-10-31
  source text: On October 31, 2022, PIM, LLC (the “ Borrower ”) and certain subsidiaries of the Borrower entered into a $200,000,000 credit agreement (the “ Credit Agreement ”) with the lenders party thereto, JPMorgan Chase Bank, N.A. (“ JPM ”), as an administrative agent, JPM and Regions Bank as joint lead arrangers, the other guarantors party thereto (together with Pzena, the “ Loan Parties ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1399249/000119312522273962/0001193125-22-273962-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.