SEC Filing Summary: LPL Investment Holdings Inc.
Business Context and Reporting Period
Company: LPL Investment Holdings Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: November 3, 2010
Event: Item 8.01 Other Events – Disclosure of beneficial ownership of common stock by selling stockholders participating in an Initial Public Offering (IPO).
Reference Date for Ownership: October 19, 2010
Key Financial Metrics and Capital Structure
This filing does not contain operational financial metrics such as revenue, profit, cash flow, or debt levels. It focuses exclusively on equity ownership structure related to the IPO.
- Common Stock Outstanding: 94,249,754 shares (as of October 19, 2010).
- Assumed IPO Price: $28.50 per share (midpoint of the prospectus range).
- Aggregate Shares Offered by Selling Stockholders: 13,165,136 shares.
- Ownership Threshold: None of the listed selling stockholders beneficially owns more than 1% of the Company's common stock.
Material Changes and Ownership Data
The filing details the change in beneficial ownership for numerous selling stockholders (including executives, directors, and employees) resulting from the IPO. The data compares ownership "Prior to this Offering" versus "After this Offering."
- Top Selling Stockholders (Pre-Offering Aggregate Ownership):
- Rochelle L. Putnam: 734,700 shares
- Scott M. Miller: 320,600 shares
- Joseph P. Tuorto: 288,520 shares
- Charles W. Maher: 221,390 shares
- Stephanie L. Brown Grantor Retained Annuity Trust: 217,202 shares
- Post-Offering Reduction: The table indicates a reduction in beneficial ownership for all listed selling stockholders following the sale of shares in the offering.
- Price Sensitivity: A $1.00 increase in the assumed IPO price would increase the aggregate shares sold by 29,230; a $1.00 decrease would decrease shares sold by 31,346.
Guidance, Outlook, and Risks
Management Commentary: The filing contains no forward-looking guidance, earnings outlook, or management discussion regarding business strategy or market conditions.
Risks and Contingencies: No specific risks or contingencies are disclosed in this document. The filing is a standard disclosure of beneficial ownership required in connection with the Registration Statement on Form S-1 (filed June 4, 2010).
Investor Verification Checklist
- Verify the final IPO price and total shares sold against the assumed $28.50 midpoint used in this filing.
- Review the full Registration Statement on Form S-1 for comprehensive financial data (revenue, earnings, debt) not included in this 8-K.
- Confirm the final post-IPO share count and dilution impact based on the actual number of shares sold by the 13,165,136 aggregate offering.
- Check for any subsequent filings regarding the lock-up expiration for the selling stockholders listed.