SEC Form 4/A · accession 0001209191-15-025567
HEIDRICK & STRUGGLES INTERNATIONAL INC · HSII
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Stephen W. Beard
Officer — EVP, CAO, GC & Secretary
Period of report
Mar 9, 2015
Accepted (ET)
Mar 12, 2015 · 1:56 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001066605
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 9, 2015 | A | 15,547 | — | A | 43,132 | D | |
| Common StockF1 | Mar 9, 2015 | F | 4,838 | $23.64 | D | 38,294 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| RSU issued in 2012F3,F2,F4 | — | Mar 9, 2015 | M | 2,425 | D | — | — | Common Stock | — | 17,306 | D |
| RSU issued in 2013F3,F2,F4 | — | Mar 9, 2015 | M | 4,200 | D | — | — | Common Stock | — | 13,108 | D |
| RSU issued in 2014F3,F2,F4 | — | Mar 9, 2015 | M | 2,968 | D | — | — | Common Stock | — | 10,140 | D |
| RSU issued in 2015F3,F2,F4 | — | Mar 9, 2015 | A | 7,931 | A | — | — | Common Stock | — | 18,071 | D |
| PSU issued in 2012F5,F2,F4,F3 | — | Mar 9, 2015 | M | 5,954 | D | — | — | Common Stock | — | 21,505 | D |
| PSU issued in 2015F3,F2,F4 | — | Mar 9, 2015 | A | 7,931 | A | — | — | Common Stock | — | 29,436 | D |
Explanation of responses
- F1Reflects shares acquired from 2012-2014 RSU and PSU vesting reported on Table II.
- F2The number of RSUs or PSUs awarded to the Reporting Person was determined by dividing the total dollar value of compensation granted to the Reporting Person by the closing price of HSII common stock on the grant date in March of the respective year.
- F3Granted under the Company's Global Share Plan. Each Restricted Stock Unit (RSU) and Performance Stock Unit (PSU) represents a right to receive one share of the Issuer's Common Stock upon vesting.
- F4RSUs are service-based and will vest in three equal installments, on the first, second and third anniversaries of the date of grant. PSUs are target-based equity grants that generally vest three years from the grant date if certain performance goals are achieved.
- F5Represents the vesting of PSUs granted on March 8, 2012 in the amount 7,274 which were subject to the achievement of certain performance measures and issued based on a graduated scale ranging from 0 to 200 percent of the initial target amount.
Remarks
This amendment is being filed to correct footnote designation only.