Houlihan Lokey director uses shares to cover taxes

Houlihan Lokey director and co-chairman Scott L. Beiser reported a tax-withholding share disposition through the HL Voting Trust.

Rhea-AI Filing Summary

Houlihan Lokey director and co-chairman Scott L. Beiser reported a tax-withholding share disposition through the HL Voting Trust. On the transaction date, 6,497 shares of Class B Common Stock were withheld to cover taxes upon vesting of awards under the 2016 Incentive Award Plan, leaving 793,916 shares held indirectly. The Class B shares are convertible into Class A Common Stock on a one-for-one basis and have no expiration date.

Insider Trade Summary

Exercise Price or Tax Liability: 6,497 shares

Exercise Price or Tax Liability 1 txn

Insider BEISER SCOTT L

Role CO-CHAIRMAN

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	CLASS B COMMON STOCK	6,497	$150.35	$977K

Holdings After Transaction: CLASS B COMMON STOCK — 793,916 contracts (Indirect, BY HL VOTING TRUST)

Footnotes (3)

1. 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 Date (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.
2. F2. Represents shares withheld to cover taxes upon the vesting of existing awards under the Issuer's 2016 Incentive Award Plan.
3. F3. 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.

Key Figures

Shares withheld for taxes: 6,497 shares Price per share reference: $150.35 per share Shares held after transaction: 793,916 shares +1 more

4 metrics

Shares withheld for taxes 6,497 shares Tax-withholding disposition of Class B Common Stock on transaction date

Price per share reference $150.35 per share Value used for the 6,497-share tax-withholding disposition

Shares held after transaction 793,916 shares Class B Common Stock indirectly held after tax withholding

Conversion ratio 1:1 Class B to Class A Each Class B share convertible into one Class A share

Key Terms

Class B Common Stock, HL Voting Trust, 2016 Incentive Award Plan, tax-withholding disposition

4 terms

Class B Common Stock financial

"Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis"

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

HL Voting Trust financial

"The reporting person is a trustee of the HL Voting Trust"

2016 Incentive Award Plan financial

"Represents shares withheld to cover taxes upon the vesting of existing awards under the Issuer's 2016 Incentive Award Plan"

tax-withholding disposition financial

"transaction_action: tax-withholding disposition for 6,497 shares delivered to cover liability"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Scott L. Beiser report for Houlihan Lokey (HLI)?

Scott L. Beiser reported a tax-withholding disposition of 6,497 shares of Class B Common Stock. These shares were withheld to cover taxes upon vesting of awards under Houlihan Lokey’s 2016 Incentive Award Plan and were held indirectly through the HL Voting Trust.

Is Scott L. Beiser’s Form 4 transaction in HLI an open-market sale?

The transaction is not an open-market sale; it is a tax-withholding disposition coded “F.” Shares were delivered to cover tax liabilities associated with vesting equity awards, rather than being sold in the market for discretionary liquidity or portfolio reasons.

How many Houlihan Lokey shares does Scott L. Beiser hold after this Form 4 transaction?

After the tax-withholding transaction, Scott L. Beiser is reported as having 793,916 shares of Class B Common Stock indirectly. These shares are held through the HL Voting Trust, where he has a pecuniary interest and investment control according to the filing’s footnote disclosures.

What is the relationship between Houlihan Lokey’s Class B and Class A Common Stock?

Each share of Class B Common Stock is convertible into one share of Class A Common Stock. Conversion can occur at the holder’s option, upon any transfer, and automatically on the Final Conversion Date. The Class B Common Stock has no expiration date according to the disclosure.

How are the reported HLI shares held in the HL Voting Trust controlled?

The shares are deposited in the HL Voting Trust, whose trustees share voting control. Scott L. Beiser, as a trustee, has a pecuniary interest in and investment control over the reported shares, which means he participates economically and can influence investment decisions for those holdings.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/19/2026 - 04:32 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BEISER SCOTT L

(Last) (First) (Middle)

C/O HOULIHAN LOKEY, INC.

10250 CONSTELLATION BLVD., 5TH FLOOR

(Street)

LOS ANGELES CALIFORNIA 90067

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
HOULIHAN LOKEY, INC. [ HLI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CO-CHAIRMAN

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
CLASS B COMMON STOCK	(1)	05/15/2026		F			6,497(2)	(1)	(1)	CLASS A COMMON STOCK	6,497	$150.35	793,916	I(3)	BY HL VOTING TRUST

Explanation of Responses:

1. 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 Date (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.

2. Represents shares withheld to cover taxes upon the vesting of existing awards under the Issuer's 2016 Incentive Award Plan.

3. 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.

Remarks:

	/s/ J. Lindsey Alley, Attorney-in-Fact for Scott L. Beiser	05/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)