SEC Form 4 · accession 0001209191-18-019162

HEIDRICK & STRUGGLES INTERNATIONAL INC · HSII

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director

Period of report

Mar 9, 2018

Accepted (ET)

Mar 13, 2018 · 4:06 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
Common Stock^F1,F2	Mar 9, 2018	A	3,711	—	A	192,329	D
Common Stock^F1	Mar 9, 2018	F	1,763	$30.45	D	190,566	D
Common Stock^F1,F2	Mar 9, 2018	A	4,158	—	A	194,724	D
Common Stock^F1	Mar 9, 2018	F	1,975	$30.45	D	192,749	D
Common Stock^F1,F2	Mar 9, 2018	A	29,914	—	A	222,663	D
Common Stock^F1	Mar 9, 2018	F	14,204	$30.45	D	208,459	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
2015 Restricted Stock Units^F2,F3,F4	—	Mar 9, 2018	M	3,711	D	—	—	Common Stock	—	47,904	D
2016 Restricted Stock Units^F2,F3,F4	—	Mar 9, 2018	M	4,158	D	—	—	Common Stock	—	43,746	D
2015 Performance Stock Units^F2,F3,F4	—	Mar 9, 2018	M	29,914	D	—	—	Common Stock	—	20,093	D

F1Reflects the vesting of a pro rata portion of the 2015 and 2016 RSUs and PSUs in accordance with the terms of the Letter Agreement dated September 21, 2017 between Mr. Wolstencroft and the Company.
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 of March 9, 2018.
F3RSUs 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.
F4Granted under the Company's Global Share Plan. Each RSU or PSU represents a right to receive one share of the Issuer's Common Stock upon vesting.