HLI counsel sells 500 shares after class conversion
Houlihan Lokey General Counsel Christopher M. Crain reported a small, pre-planned share sale combined with a share class conversion.
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Form Type
4
Rhea-AI Filing Summary
Houlihan Lokey General Counsel Christopher M. Crain reported a small, pre-planned share sale combined with a share class conversion. On April 1, 2026, he converted 500 shares of Class B Common Stock into 500 shares of Class A Common Stock on a one-for-one basis, then sold the 500 Class A shares at $143.40 per share under a Rule 10b5-1 trading plan adopted on November 18, 2024. Following these direct transactions, he no longer holds these shares directly but continues to have investment control and dispositive power over 51,238 shares of Class B Common Stock held indirectly through the HL Voting Trust, which are convertible into an equal number of Class A shares.
Insider Trade Summary 10b5-1
Exercise and Sale: 500 shares ($72K approx. pre-tax spread)
Exercise and Sale
4 txns
Insider
CRAIN CHRISTOPHER M
Role
GENERAL COUNSEL
Sold
500 shs ($72K)
Approx. gross sale proceeds
$72K
Approx. exercise cost
$0.00
Approx. pre-tax spread
$72K
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | CLASS B COMMON STOCK | 500 | $0.00 | $0.00 |
| Conversion | CLASS A COMMON STOCK | 500 | $0.00 | $0.00 |
| Sale | CLASS A COMMON STOCK | 500 | $143.40 | $72K |
| holding | CLASS B COMMON STOCK | -- | -- | -- |
Holdings After Transaction:
CLASS B COMMON STOCK — 0 contracts (Direct);
CLASS A COMMON STOCK — 0 shares (Direct);
CLASS B COMMON STOCK — 51,238 contracts (Indirect, BY HL VOTING TRUST)
Footnotes (3)
- 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.
- F2. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 18, 2024.
- F3. 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
Class B to Class A conversion: 500 shares
Shares sold: 500 shares
Sale price: $143.40/share
+2 more
5 metrics
Class B to Class A conversion
500 shares
Converted from Class B into Class A on April 1, 2026
Shares sold
500 shares
Class A Common Stock sold on April 1, 2026
Sale price
$143.40/share
Price for 500 Class A shares sold
Indirect Class B holdings
51,238 shares
Class B Common Stock held via HL Voting Trust after transactions
Net shares sold
500 shares
Net sell direction per transaction summary
Key Terms
Rule 10b5-1 trading plan, Class B Common Stock, Class A Common Stock, HL Voting Trust, +1 more
5 terms
Rule 10b5-1 trading plan financial
"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 18, 2024."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Class B Common Stock financial
"Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at the option of the holder..."
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 at the option of the holder..."
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.
HL Voting Trust financial
"The shares are held by the HL Voting Trust (the "Voting Trust")."
Final Conversion Date financial
"automatically upon the Final Conversion Date (as defined in the Issuer's Registration Statement on Form S-1...)"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did HLI General Counsel Christopher M. Crain report on this Form 4?
He reported converting 500 shares of Class B Common Stock into 500 Class A shares, then selling those 500 Class A shares at $143.40 each. These transactions reflect a small position change relative to his larger indirect holdings through the HL Voting Trust.
Was the HLI insider sale by Christopher M. Crain pre-planned under Rule 10b5-1?
Yes. The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on November 18, 2024. Such plans schedule trades in advance, which can make the timing of these transactions less indicative of short-term market views.
What is the HL Voting Trust mentioned in the HLI Form 4 filing?
The HL Voting Trust holds shares of Class B Common Stock on behalf of certain holders. For Christopher M. Crain, the filing explains that he retains investment control and dispositive power over the shares deposited into the Voting Trust, giving him authority over those indirect holdings.
AI-generated analysis. How Rhea-AI works. Not financial advice.
