SEC Form 4 · accession 0001209191-16-095124
GREENHILL & CO INC · GHL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott L Bok
Officer — Chief Executive Officer · Director
Period of report
Feb 1, 2016
Accepted (ET)
Feb 3, 2016 · 10:31 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001282977
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 1, 2016 | M | 41,698 | $0.00 | A | 48,075 | D | |
| Common Stock | Feb 1, 2016 | F | 17,638 | $25.37 | D | 30,437 | D | |
| Common StockF1 | holding | — | — | — | 400,000 | I | By grantor retained annuity trust | |
| Common StockF2 | holding | — | — | — | 25,000 | I | See Footnote | |
| Common StockF3 | holding | — | — | — | 288,783 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4 | — | Feb 1, 2016 | M | 41,698 | D | — | — | Common Stock | 41,698 | 0 | D |
Explanation of responses
- F1On November 16, 2015, the reporting person contributed 400,000 shares of Greenhill & Co., Inc. common stock to a grantor retained annuity trust for the benefit of himself and his two children.
- F2These shares of Common Stock are directly owned by Bok Family Partners L.P., a Delaware limited partnership, of which Scott L. Bok is the general partner. Scott L. Bok disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
- F3These shares of Common Stock are directly owned by the Bok Family Foundation. Scott L. Bok expressly disclaims beneficial ownership of these securities.
- F4This restricted stock unit award was granted on February 7, 2011 under the Greenhill & Co., Inc. Equity Incentive Plan. The units comprising the award vest in full on January 1 of the fifth calendar year following the grant date and are subject to payment within 75 days following such vesting date. Each unit represents a right to receive one share of Common Stock or an amount equal to the market value of the Common Stock underlying the vested award on the vesting date. Payment may be made in cash, shares of Common Stock or a combination thereof. On February 1, 2016, the vesting in full of this restricted stock unit award was settled in shares. Shares were withheld to satisfy applicable tax withholding obligations.