Houlihan Lokey Files Prospectus for Resale of Acquisition Shares

What Happened
On August 13, 2026, Houlihan Lokey, Inc. filed a prospectus supplement (Rule 424(b)) with the SEC covering the potential resale from time to time of a total of 365,078 shares of the Company’s Class A common stock. These shares are issuable upon conversion of Class B common stock held by former members of Waller Helms Advisors LLC and 7 Mile Advisors, LLC, related to the Waller Helms (Dec 2024) and 7MA (Dec 2023) acquisitions and certain post-closing performance and note-conversion events in 2025–2026. The company also filed a legal opinion from Latham & Watkins LLP addressing certain Delaware law issues related to the shares.

Key Details

• Total shares covered: 365,078 Class A common shares (255,422 + 109,656).
• Waller Helms: 255,422 Class A shares issuable upon conversion of Class B shares issued in Dec 2024 and upon attainment of post-closing targets on Jan 20, 2026.
• 7 Mile Advisors (7MA): 109,656 Class A shares (82,353 issuable from Class B shares issued Dec 11, 2023 and on Jan 27, 2026 upon certain targets; 27,303 issuable Dec 26, 2025 upon conversion of convertible notes).
• The securities were previously registered under a Form S-3 (File No. 333-273952); that registration was replaced by a Form S-3 filed Aug 10, 2026 (File No. 333-298200).
• The filing is a disclosure and prospectus supplement; it is not itself an offer to sell.

Why It Matters
This filing enables the resale of shares that may become Class A stock when conversion conditions are met. If holders convert and then sell, it could increase the number of shares available for trading (float) stemming from prior acquisitions. Investors should note the specific share counts and dates above to understand potential additions to supply; the filing does not by itself change the company’s financials or represent a pricing event.