GOLD IRWIN 4

What Happened

• Gold Irwin, a reported 10% owner of Houlihan Lokey (HLI), had 4,619 shares withheld to cover tax liabilities related to vesting awards. The filing reports these shares as "Disposed" in a derivative transaction at $150.35 per share, for a total value of $694,467, on May 15, 2026. This was a tax-withholding event (transaction code F), not an open-market sale.

Key Details

• Transaction date and price: May 15, 2026 — 4,619 shares @ $150.35 (total $694,467).
• Transaction type: F — payment of exercise price or tax liability (shares withheld to cover taxes upon vesting).
• Shares owned after transaction: not specified in the provided filing details.
• Footnotes of note:
  • F1: These were Class B common shares, convertible 1:1 into Class A common stock (see issuer S-1).
  • F2: Shares were withheld to cover taxes on vested awards under the 2016 Incentive Award Plan.
  • F3: The reporting person is a trustee of the HL Voting Trust and has pecuniary interest and investment control over the reported shares.
• Filing timeliness: Reported on May 19, 2026; this filing was made within the required two business days after the May 15 transaction.

Context

• This is a routine tax-withholding/settlement of vested awards (derivative transaction), which is common and does not necessarily signal a trading decision or change in investment view. As a 10% owner and trustee of the voting trust, Gold Irwin’s filing reflects ownership and trust arrangements rather than typical executive open-market selling.