Houlihan Lokey (HLI) CFO has 2,983 shares withheld for taxes on vesting

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Houlihan Lokey Chief Financial Officer Lindsey J. Alley reported a routine tax-related share disposition. On the vesting of existing equity awards under the 2016 Incentive Award Plan, 2,983 shares of Class B common stock held through the HL Voting Trust were withheld at a reference price of $150.35 per share to cover tax obligations. After this withholding, Alley indirectly holds 67,372 shares of Class B common stock through the trust, over which investment control and dispositive power are retained. This Form 4 reflects compensation-related tax withholding rather than an open-market sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider ALLEY J LINDSEY

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	CLASS B COMMON STOCK	2,983	$150.35	$448K

Holdings After Transaction: CLASS B COMMON STOCK — 67,372 shares (Indirect, BY HL VOTING TRUST)

Footnotes (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 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. Represents shares withheld to cover taxes upon the vesting of existing awards under the Issuer's 2016 Incentive Award Plan. The shares are held by the HL Voting Trust (the "Voting Trust"). The reporting person retains investment control and dispositive power over the shares deposited into the Voting Trust.

Key Figures

Tax-withheld shares: 2,983 shares Reference share price: $150.35 per share Post-transaction holdings: 67,372 shares +1 more

4 metrics

Tax-withheld shares 2,983 shares Shares withheld to cover taxes on vesting awards

Reference share price $150.35 per share Value used for the tax-withholding disposition

Post-transaction holdings 67,372 shares Class B common stock held indirectly after transaction

Underlying security 2,983 shares Underlying Class A common stock tied to this derivative entry

Key Terms

tax-withholding disposition, Class B Common Stock, Class A Common Stock, 2016 Incentive Award Plan, +1 more

5 terms

tax-withholding disposition financial

"Represents shares withheld to cover taxes upon the vesting of existing awards"

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.

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.

Class A Common Stock financial

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

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

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"

HL Voting Trust financial

"The shares are held by the HL Voting Trust (the "Voting Trust")."

Form 4 Insider Transactions: What Each Field Means →

05/19/2026 - 04:32 PM

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^*

ALLEY J LINDSEY

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
CLASS B COMMON STOCK	⁽¹⁾	05/15/2026		F			2,983⁽²⁾	⁽¹⁾	⁽¹⁾	CLASS A COMMON STOCK	2,983	$150.35	67,372	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 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.

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

3. The shares are held by the HL Voting Trust (the "Voting Trust"). The reporting person retains investment control and dispositive power over the shares deposited into the Voting Trust.

Remarks:

	Lindsey Alley	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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Houlihan Lokey (HLI) report for its CFO?

Houlihan Lokey reported that CFO Lindsey J. Alley had 2,983 shares withheld to cover taxes on vesting equity awards. The disposition was a tax-withholding event under the 2016 Incentive Award Plan, not an open-market share sale.

How many Houlihan Lokey shares were involved in the CFO’s tax withholding?

The transaction involved 2,983 shares of Class B common stock. These shares were withheld to satisfy tax obligations arising from the vesting of existing equity awards under Houlihan Lokey’s 2016 Incentive Award Plan.

At what price were the withheld Houlihan Lokey (HLI) shares valued?

The withheld shares were valued at $150.35 per share for reporting purposes. This price is used to calculate the value of the 2,983 shares withheld to cover tax liabilities triggered by equity award vesting.

How many Houlihan Lokey shares does the CFO hold after this Form 4 transaction?

After the tax-withholding disposition, CFO Lindsey J. Alley indirectly holds 67,372 shares of Class B common stock. These shares are held through the HL Voting Trust, where Alley retains investment control and dispositive power over the deposited shares.

Was the Houlihan Lokey CFO’s Form 4 transaction an open-market sale of shares?

No, the transaction was not an open-market sale. It was a tax-withholding disposition, where 2,983 shares were delivered to cover tax liabilities upon vesting of equity awards, rather than sold on the open market.

What is the role of the HL Voting Trust in the CFO’s Houlihan Lokey holdings?

The HL Voting Trust holds the CFO’s Class B common stock, with Alley retaining investment control and dispositive power. The reported shares, including those withheld for taxes, are attributed to this trust structure rather than direct personal ownership.