SEC Form 4/A · accession 0001209191-17-060056
GREENHILL & CO INC · GHL
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
Robert F Greenhill
Director · Other
Period of report
Sep 25, 2017
Accepted (ET)
Nov 9, 2017 · 6:19 pm 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 StockF1,F2,F3 | Sep 25, 2017 | A | 579,710 | $17.25 | A | 579,710 | I | See Footnote |
| Common Stock | holding | — | — | — | 277,545 | D | ||
| Common StockF4 | holding | — | — | — | 989,524 | I | See Footnote | |
| Common StockF5 | holding | — | — | — | 239,680 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Robert F. Greenhill is filing an amendment to his Form 4, which was filed on September 27, 2017, in order to update the number of securities acquired, the price of the securities acquired and the amount of securities beneficially owned following the Reported Transaction. The Reported Transaction was entered into pursuant to a subscription agreement by and between Greenhill & Co., Inc. (the "Company") and Socatean Partners, a Connecticut general partnership of which Robert F. Greenhill is managing general partner, which provides that the Company agrees to issue and sell to Socatean Partners, and Socatean Partners agrees to subscribe and purchase from the Company, shares of the Company's Common Stock, par value $0.01 per share, at an aggregate purchase price of $10,000,000 and at a price per share equal to the price per share paid in the Company's recently completed tender offer (the "Tender Offer").
- F2Due to a 1,000 character limit, Footnote 2 is a continuation of Footnote 1: The updated amount of shares acquired and price per share paid in these transactions reflect the amount of shares actually acquired and the price per share actually paid when the Reported Transactions closed on November 9, 2017 after the Tender Offer was completed at a price of $17.25 per share.
- F3These shares of Common Stock are directly owned by Socatean Partners, a Connecticut general partnership of which Robert F. Greenhill is managing general partner. Robert F. Greenhill disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
- F4These shares of Common Stock are directly owned by Greenhill Family Partnership, a Delaware Limited Partnership, of which Robert F. Greenhill is the general partner. Robert F. Greenhill disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
- F5These shares of Common Stock are directly owned by Riversville Aircraft Corporation II, a Delaware corporation, which is controlled by Robert F. Greenhill.