You should rely only on the information contained in this prospectus or contained in any free writing prospectus filed with the Securities and Exchange Commission (the “SEC”). For additional information, see the sections titled “Risk Factors - Risks Related to the Offering” and “Management - Controlled Company.”
This ownership means that, for the foreseeable future, holders of our Class B common stock will not have a meaningful voice in our corporate affairs and that the control of our company will be concentrated with the Bentley Control Group. As a result, we will continue to be a “controlled company” within the meaning of the Nasdaq Listing Rules and Nasdaq corporate governance standards. Following the completion of this offering, the holders of our Class A common stock will hold approximately 56.6% of the voting power of our outstanding capital stock and the Bentley Control Group (as defined herein) will hold or have the ability to control approximately 66.4% of the voting power of our outstanding capital stock. The beneficial owners of our Class A common stock consist primarily of the Bentleys (as defined herein). Our Class A common stock will automatically convert into our Class B common stock upon certain transfers. Each share of our Class A common stock is entitled to 29 votes per share and is convertible at any time into one share of our Class B common stock. Each share of our Class B common stock is entitled to one vote per share. The rights of the holders of our Class A common stock and our Class B common stock are identical, except with respect to voting and conversion rights. We have two classes of authorized common stock: Class A common stock and Class B common stock.
0 kommentar(er)
