SEC Form 4 · accession 0001209191-18-023460

HFF, Inc. · HF

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Kevin MacKenzie

Officer — Executive Managing Director

Period of report

Feb 14, 2018

Accepted (ET)

Apr 4, 2018 · 12:19 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
Class A common stock^F1	Feb 14, 2018	F	3,558	$46.41	D	141,745	D
Class A common stock^F2	Feb 14, 2018	F	957	$46.41	D	140,788	D
Class A common stock^F1	Feb 17, 2018	F	3,365	$46.50	D	137,423	D
Class A common stock^F3	Feb 17, 2018	F	330	$46.50	D	136,093	D
Class A common stock^F2	Feb 17, 2018	F	779	$46.50	D	136,314	D
Class A common stock^F4	Feb 17, 2018	F	40	$46.50	D	136,274	D
Class A common stock^F4	Feb 17, 2018	F	172	$46.50	D	136,102	D
Class A common stock^F4	Feb 17, 2018	F	17	$46.50	D	136,085	D
Class A common stock^F2	Feb 18, 2018	F	1,196	$46.50	D	134,889	D
Class A common stock^F5	Feb 18, 2018	F	89	$46.50	D	134,800	D
Class A common stock^F4	Feb 18, 2018	F	66	$46.50	D	134,734	D
Class A common stock^F6	Feb 21, 2018	F	51	$46.50	D	134,683	D
Class A common stock^F6	Feb 21, 2018	F	30	$46.50	D	134,653	D
Class A common stock^F6	Feb 21, 2018	F	36	$46.41	D	134,617	D
Class A common stock^F6	Feb 21, 2018	F	133	$46.50	D	134,484	D
Class A common stock^F6	Feb 21, 2018	F	13	$46.50	D	134,471	D
Class A common stock^F6,F7	Feb 21, 2018	F	135	$46.41	D	137,081	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 Office Profit Participation Plan, which grant was originally reported on a Form 3 filed with the U.S. Securities and Exchange Commission on January 10, 2018.
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 Omnibus Incentive Compensation Plan, which grant was originally reported on a Form 3 filed with the U.S. Securities and Exchange Commission on January 10, 2018.
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 under the Company's Firm Profit Participation Plan, which grant was originally reported on a Form 3 filed with the U.S. Securities and Exchange Commission on January 10, 2018.
F4Represents 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 dividend, paid on February 21, 2017 to holders of record of the Company's Class A common stock on February 9, 2017.
F5Represents 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 dividend, paid on February 19, 2016 to holders of record of the Company's Class A common stock on February 8, 2016.
F6Represents 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 dividend, paid on February 21, 2018 to holders of record of the Company's Class A common stock on February 9, 2018.
F7On January 26, 2018, the Company declared a dividend, payable to all holders of record of Class A common stock on February 9, 2018, of $1.75 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, 2018, the reporting person received 2,745 additional RSUs of Class A common stock, subject to the vesting and distribution requirements of the underlying RSUs held by the reporting person.