Sec Form 4 Filing - McGranahan John Russell @ Focus Financial Partners Inc. - 2022-12-22

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person McGranahan John Russell 2. Issuer Name and Ticker or Trading Symbol Focus Financial Partners Inc. [ FOCS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) General Counsel (Last) (First) (Middle) 515 NORTH FLAGLER DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 12/22/2022 (Street) WEST PALM BEACH, FL33401 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Common Units in Focus Financial Partners, LLC ( 1 ) 12/22/2022 F( 2 ) 757 ( 1 ) ( 1 ) Class A Common Stock 757 $ 37.71 11,674( 3 ) D Common Units in Focus Financial Partners, LLC ( 4 ) ( 4 ) ( 4 ) Class A Common Stock 100 100 D Common Units in Focus Financial Partners, LLC ( 4 ) ( 5 ) ( 5 ) Class A Common Stock 4,210 4,210( 5 ) D Common Units in Focus Financial Partners, LLC ( 4 ) ( 6 ) ( 6 ) Class A Common Stock 11,306 11,306( 6 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other McGranahan John Russell 515 NORTH FLAGLER DRIVE WEST PALM BEACH, FL33401 General Counsel Signatures /s/ J. Russell McGranahan 12/22/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )As previously reported, on December 22, 2021, the Reporting Person acquired 12,431 unvested common units that vest in four equal installments on each anniversary of December 22, 2021. Vested common units are exchangeable (together with an equal number of shares of Class B common stock), subject to certain restrictions in the Fourth Amended and Restated Operating Agreement of Focus Financial Partners, LLC ("Focus LLC"), for (i) an equal number of shares of the Issuer's Class A common stock or, (ii) at the election of the Issuer, cash. ( 2 )On December 22, 2022, 3,108 of the Reporting Person's unvested common units vested and 757 of such common units were withheld by the Issuer to satisfy the tax obligations upon vesting. The number of common units withheld was based on the closing price of the Issuer's Class A common stock on December 21, 2022. ( 3 )As of the date of this report, 2,351 of these common units are vested and 9,323 of these common units are unvested. ( 4 )Vested common units are exchangeable (together with an equal number of shares of Class B common stock), subject to certain restrictions in the Fourth Amended and Restated Operating Agreement of Focus LLC, for (i) an equal number of shares of the Issuer's Class A common stock or, (ii) at the election of the Issuer, cash. ( 5 )These common units will vest in four equal installments on each anniversary of December 7, 2020. As of the date of this report, 1,683 of these common units are vested and 2,527 of these common units are unvested. ( 6 )These common units will vest in four equal installments on each anniversary of December 12, 2022.

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 4(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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.