SEC Form 4 · accession 0001302215-19-000004
HOULIHAN LOKEY, INC. · HLI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Christopher M Crain
Officer — GENERAL COUNSEL
Period of report
Jan 31, 2019
Accepted (ET)
Feb 4, 2019 · 4:31 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001302215
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| CLASS A COMMON STOCKF1 | Jan 31, 2019 | C | 1,000 | $0.00 | A | 1,000 | D | |
| CLASS A COMMON STOCKF2 | Jan 31, 2019 | S | 1,000 | $44.08 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| CLASS B COMMON STOCKF3 | — | Jan 31, 2019 | C | 1,000 | D | — | — | CLASS A COMMON STOCK | 1,000 | 0 | D |
| CLASS B COMMON STOCKF4,F3 | — | holding | — | — | — | — | — | CLASS A COMMON STOCK | 53,754 | 53,754 | I |
Explanation of responses
- F1Represents Class A Common Stock received upon conversion of Class B Common Stock.
- F2Per share price reflects the weighted average price in a series of open market sales on January 31, 2019 at prices ranging from $44.00 per share to $44.23 per share. The reporting person undertakes to provide to Houlihan Lokey, Inc., any security holder of Houlihan Lokey, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range identified in this footnote.
- F3Class B common Stock is convertible into Class A Common Stock on a one-for-one basis at the option of the holder, upon any transfer and automatically upon the Final Conversion Date (as defined in the Issuer's Registration Statement on Form S-1, as amended (No. 333-205610) concerning the Issuer's initial public offering. The Class B Common Stock has no expiration date.
- F4Represents shares of Class B Common Stock deposited into the HL Voting Trust (the "Voting Trust"). The reporting person retains investment control and dispositive power over the shares deposited into the Voting Trust.