Adelson Scott Joseph 4
4 · HOULIHAN LOKEY, INC. · Filed May 22, 2026
Research Summary
AI-generated summary of this filing
Houlihan Lokey (HLI) CEO Adelson Receives Stock Award
What Happened
Adelson Scott Joseph, CEO and director of Houlihan Lokey (HLI), was granted a total of 17,274 shares of Class B Common Stock as derivative awards on May 21, 2026 (13,952 time-based awards + 3,322 performance-based awards). The grants were recorded at $0.00 per share (no cash paid). On the same date, 17,274 shares were deposited into the HL Voting Trust (reported as a disposition from the reporting person into the trust). These are awards (transaction code A) and a deposit/withdrawal to a voting trust (code Z), not open-market purchases or sales.
Key Details
- Transaction date: May 21, 2026; filing date: May 22, 2026 (timely).
- Grants: 13,952 Class B shares (time-based); 3,322 performance Class B shares (contingent on revenue-growth goals). Both recorded at $0.00 per share (derivative awards).
- Vesting: Time-based awards vest in four equal annual installments. Performance shares vest in four equal annual installments only if performance targets are met; unmet targets lead to forfeiture of that installment.
- Voting trust: The reporting person is a trustee of the HL Voting Trust; the trustees share voting control over shares deposited into the trust. The filing notes the reporting person has a pecuniary interest and investment control over the deposited shares.
- Conversion note: Class B Common Stock is convertible into Class A Common Stock one-for-one at the holder’s option or automatically on defined conversion dates; Class B has no expiration.
- Shares owned after the transaction: not specified in the provided Form 4 details.
Context: These entries are grant and trust-deposit transactions (derivative awards placed into a voting trust), not sales or purchases. Time-based grants are standard compensation; performance shares are contingent and may be forfeited if goals aren’t met. The voting-trust deposit means voting is handled jointly by trustees rather than indicating a public market sale.
Insider Transaction Report
- Award
CLASS B COMMON STOCK
[F1][F2]2026-05-21+13,952→ 13,952 total→ CLASS A COMMON STOCK (13,952 underlying) - Award
CLASS B COMMON STOCK
[F1][F3]2026-05-21+3,322→ 3,322 total→ CLASS A COMMON STOCK (3,322 underlying) - Deposit Into/Withdrawal From Voting Trust
CLASS B COMMON STOCK
[F1][F4]2026-05-21−17,274→ 885,102 total(indirect: By Trust)→ CLASS A COMMON STOCK (17,274 underlying)
Footnotes (4)
- [F1]Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at the option of the holder, upon any transfer and automatically upon the Final Conversion Dates (as defined in the Issuer's Registration Statement on Form S-1, as amended (No. 333-205610) concerning the Issuer's initial public offering). The Class B Common Stock has no expiration date.
- [F2]On May 21, 2026, the Issuer granted 13,952 shares of Class B Common Stock to the reporting person pursuant to its 2016 Incentive Award Plan, which vest in four equal annual installments following the grant date.
- [F3]On May 21, 2026, the Issuer granted 3,322 performance shares of Class B Common Stock to the reporting person pursuant to its 2016 Incentive Award Plan, which vest in four equal annual installments following the grant date if certain performance goals based upon revenue growth are achieved. If on vesting date such performance criteria are not achieved, the annual installment of shares will be forfeited.
- [F4]The reporting person is a trustee of the HL Voting Trust (the "Voting Trust"). The trustees of the Voting Trust have shared voting control over the shares deposited into the Voting Trust. The reporting person has a pecuniary interest in and investment control over the shares reported herein.