SEC Form 4 · accession 0001209191-17-029352
HFF, Inc. · HF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark Gibson
Officer — Chief Executive Officer · Director
Period of report
Feb 17, 2017
Accepted (ET)
May 2, 2017 · 6:06 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001380509
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A common stockF1 | Feb 17, 2017 | F | 1,890 | $30.72 | D | 558,562 | D | |
| Class A common stockF2 | Feb 17, 2017 | F | 850 | $30.72 | D | 557,712 | D | |
| Class A common stockF3,F4 | Feb 21, 2017 | F | 96 | $30.72 | D | 559,150 | D | |
| Class A common stockF3 | Feb 21, 2017 | F | 43 | $30.72 | D | 559,107 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents shares transferred to the Company for tax withholding in connection with the grant of restricted stock units of the Company's Class A common stock under the Company's Executive Bonus Plan, which grant was originally reported on a Form 4 filed with the U.S. Securities and Exchange Commission on February 19, 2016.
- F2Represents shares transferred to the Company for tax withholding in connection with the grant of restricted stock units of the Company's Class A common stock under the Company's Office Profit Participation Bonus Plan, which grant was originally reported on a Form 4 filed with the U.S. Securities and Exchange Commission on February 19, 2016.
- F3Represents shares transferred to the Company for tax withholding in connection with the grant of restricted stock units of the Company's Class A common stock in connection with the Company's dividend, paid on February 21, 2017 to holders of record of the Company's Class A common stock on February 9, 2017.
- F4On January 24, 2017, the Company declared a dividend, payable to all holders of record of Class A common stock on February 9, 2016, of $1.57 for each share of Class A common stock outstanding. Pursuant to the terms of the Company's 2016 Equity Incentive Plan and the outstanding grants of restricted stock units (RSUs) of Class A common stock, any RSUs of Class A common stock that were unvested (or vested but not settled) as of the dividend record date were entitled, in lieu of any cash dividend, to a stock dividend for each unvested (or vested but not settled) RSU of Class A common stock equal to the per-share cash dividend amount divided by the fair market value of a share of Class A common stock on the dividend date. As a result, as of February 21, 2017, the reporting person received 1,534 additional RSUs of Class A common stock, subject to the vesting and distribution requirements of the underlying RSUs held by the reporting person.