Richard Jonathan Hart Form 3 BrightSphere Investment / Richard Jonathan Hart ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Hart Richard Jonathan

(Last) (First) (Middle)

200 CLARENDON STREET

53RD FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/15/2020

3. Issuer Name and Ticker or Trading Symbol
BrightSphere Investment Group Inc. [ BSIG ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Legal Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	17,860(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option	(2)	12/31/2024	Common Stock	500,000	10	D
Employee Stock Option	(3)	02/14/2025	Common Stock	150,000	12	D
Restricted Stock Units(4)	(5)	(5)	Common Stock	19,255	0.0	D

Explanation of Responses:

1. On February 15, 2018 the reporting person was granted 6,746 shares of restricted stock, vesting in equal annual installments over a three-year period with 1/3 of the restricted stock award vesting on each of February 15, 2019, February 15, 2020 and February 15, 2021. On December 20, 2019, the reporting person was granted 375 shares of restricted stock, vesting in equal annual installments over a three-year period with 1/3 of the shares of restricted stock vesting on each of December 20, 2020, December 20, 2021 and December 20, 2022.

2. On April 21, 2020 the reporting person was granted an option to purchase 500,000 shares of common stock of BrightSphere Investment Group Inc. The option vests in four equal installments on each of December 31, 2020, December 31, 2021, December 31, 2022 and December 31, 2023.

3. On February 14, 2020, the reporting person was granted an option to purchase 150,000 shares of common stock of BrightSphere Investment Group Inc. The option vests in five equal installments, with the first tranche vesting immediately and the following tranches vesting on each of December 31, 2020, December 31, 2021, December 31, 2022 and December 31, 2023.

4. Each restricted stock unit represents a right to receive one share of common stock of BrightSphere Investment Group Inc.

5. On February 15, 2019 the reporting person was granted 6,309 restricted stock units, vesting in equal annual installments over a three-year period with 1/3 of the restricted stock units vesting on each of February 15, 2020, February 15, 2021 and February 15, 2022. On February 14, 2020 the reporting person was granted 15,049 restricted stock units, vesting in equal annual installments over a three-year period with 1/3 of the restricted stock units vesting on each of February 14, 2021, February 14, 2022 and February 14, 2023.

Remarks:

	/s/ Richard J. Hart	04/23/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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