SEC Form 4 · accession 0001209191-19-003093
Hill International, Inc. · HIL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Arnaud Ajdler
Director
Period of report
Jan 4, 2019
Accepted (ET)
Jan 9, 2019 · 5:06 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001287808
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jan 4, 2019 | P$0 | 3,968 | $0.00 | A | 28,397 | D | |
| Common StockF3 | holding | — | — | — | 5,555,256 | I | By Engine Capital, L.P. |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents shares of common stock in respect to deferred stock units (DSUs) which the Reporting Person has elected to receive in lieu of the cash portion of his board service retainer. Each DSU entitles the reporting person to receive one share of the Issuer's common stock following the Reporting Person's retirement or termination of service from the Issuer's Board of Directors.
- F2Includes 28,397 DSUs.
- F3The Reporting Person is the managing member of Engine Capital Management, L.P. ("Engine Management"), Engine Investments, LLC ("Engine Investments") and Engine Investments II, LLC ("Engine Investments II"). Engine Management is the investment manager of each of Engine Airflow Capital, L.P. ("Engine Airflow"), Engine Capital, L.P. ("Engine Capital"), and Engine Jet Capital, L.P. ("Engine Jet"). Engine Investments is the general partner of each of Engine Capital and Engine Jet, and Engine Investments II is the general partner of Engine Airflow. Following the transaction, Engine Airflow owns 465,064 shares, Engine Capital owns 2,779,054 shares and Engine Jet owns 2,201,138 shares of the Issuer's common stock. The Reporting Person disclaims beneficial ownership in such securities except to the extent of his pecuniary interest therein.
Remarks
This Form is being filed late due to the Issuer's failure to timely advise the reporting person that it had inadvertently omitted to timely file a Form 4 at the time when the transaction occurred.