PJT Partners Inc.·4

Feb 6, 5:00 PM ET

Whitney Kenneth C 4

4 · PJT Partners Inc. · Filed Feb 6, 2026

Research Summary

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PJT Partners Director Kenneth C. Whitney Exercises Derivative for $4.8M

What Happened
Kenneth C. Whitney, a director of PJT Partners Inc. (PJT), executed an exchange/conversion of a derivative position on Feb 5, 2026. The filing reports 30,000 units converted at an economic price of $159.92 per share, for total proceeds of $4,797,600. The transaction is reported as an exercise/conversion (Form 4 code M) and the units were settled in cash.

Key Details

  • Transaction date: February 5, 2026; Form 4 filed February 6, 2026 (appears timely).
  • Reported amount: 30,000 units × $159.92 = $4,797,600 (disposed via derivative exercise/conversion).
  • Settlement: Cash (per footnote: Partnership Units exchanged for cash effective Feb 5, 2026).
  • Footnotes: F1 — Whitney elected to exchange 30,000 Partnership Units; F2 — Partnership Units may be exchanged quarterly for cash or one-for-one for Class A common stock at the issuer’s election; F3 — these units were exchanged for cash.
  • Shares owned after transaction: Not specified in the reported excerpt.

Context
This was a derivative conversion/exchange settled for cash rather than an open-market sale of shares or a stock-for-stock exchange. Such cash settlements are typically routine under company exchange agreements and do not by themselves indicate the insider’s view on the company.

Insider Transaction Report

Form 4
Period: 2026-02-05
Transactions
  • Exercise/Conversion

    Partnership Units of PJT Partners Holdings LP

    [F1][F2][F3]
    2026-02-05$159.92/sh30,000$4,797,600122,150 total
    Class A Common Stock (30,000 underlying)
Footnotes (3)
  • [F1]On November 25, 2025, the Reporting Person submitted an Election to Exchange 30,000 Partnership Units of PJT Partners Holdings LP ("Partnership Units"), with such exchange to be settled for either cash or Class A Common Stock, as determined by the Issuer's Board of Directors.
  • [F2]Subject to the terms of the Issuer's Exchange Agreement, on a quarterly basis, Partnership Units may be exchanged for cash or, at the election of the Issuer, shares of Class A Common Stock of the Issuer on a one-for-one basis.
  • [F3]Effective February 5, 2026, the Reporting Person's Partnership Units were exchanged for cash.
Signature
/s/ David K.F. Gillis, Attorney-in-Fact|2026-02-06

Documents

1 file
  • 4
    ownership.xmlPrimary

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