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CFO at PJT Partners (PJT) receives 10,547 LTIP incentive units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

PJT Partners Inc. reported that its Chief Financial Officer, Helen T. Meates, received a grant of 10,547 Partnership Units of PJT Partners Holdings LP on February 9, 2026 as a long-term incentive award for the 2025 performance year. These LTIP Units generally vest in three equal annual installments on March 1, 2028, March 1, 2029 and March 1, 2030. Upon specified events, the LTIP Units can convert one-for-one into Partnership Units, which on a quarterly basis may be exchanged for cash or, at PJT Partners’ election, for an equal number of shares of Class A common stock. Following this grant, Helen T. Meates beneficially owns 201,345 Partnership Units, including units from prior awards and vesting events.

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Insider Meates Helen T
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Partnership Units of PJT Partners Holdings LP 10,547 $0.00 --
Holdings After Transaction: Partnership Units of PJT Partners Holdings LP — 201,345 shares (Direct)
Footnotes (1)
  1. Represents a series of LTIP Units of PJT Partners Holdings LP ("LTIP Units") granted by the Issuer to the Reporting Person as a long-term incentive award with respect to the 2025 performance year. These LTIP Units generally vest ratably over three years on each of March 1, 2028, March 1, 2029 and March 1, 2030. Upon the occurrence of specified events, the LTIP Units reported herein can automatically be converted into Partnership Units of PJT Partners Holdings LP ("Partnership Units") on a one-for-one basis. Subject to the terms of the Issuer's Exchange Agreement, on a quarterly basis, Partnership Units may be exchanged for cash or, at the election of the Issuer, shares of Class A Common Stock of the Issuer on a one-for-one basis. Includes Partnership Units that were acquired through prior grants or the occurrence of previously disclosed vesting events and reported as Founder LTIP Units, Earn-Out LTIP Units, LTIP Units or as Performance LTIP Units of PJT Partners Holdings LP. Please note that certain Partnership Units remain subject to previously disclosed time-based vesting conditions.
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FAQ

What insider transaction did PJT (PJT) report for its CFO?

PJT Partners reported a grant of 10,547 Partnership Units of PJT Partners Holdings LP to Chief Financial Officer Helen T. Meates on February 9, 2026. The award is a long-term incentive tied to 2025 performance and adds to her existing Partnership Unit holdings.

How do the PJT (PJT) LTIP Units granted to the CFO vest over time?

The LTIP Units vest in three annual installments. The 10,547 LTIP Units generally vest ratably over three years on March 1, 2028, March 1, 2029 and March 1, 2030, aligning the Chief Financial Officer’s compensation with longer-term company performance.

Can PJT (PJT) LTIP Units be converted into common stock?

Yes, the LTIP Units can ultimately link to common stock. After certain events, LTIP Units convert one-for-one into Partnership Units, which on a quarterly basis may be exchanged for cash or, at PJT Partners’ election, shares of Class A common stock on a one-for-one basis.

What is the total number of PJT (PJT) Partnership Units owned by the CFO after this grant?

After the grant, the CFO beneficially owns 201,345 Partnership Units. This total includes the newly granted 10,547 units as well as Partnership Units from prior grants and previously disclosed vesting events, some of which remain subject to time-based vesting conditions.

What was the price per unit for the PJT (PJT) Partnership Units granted to the CFO?

The reported price per Partnership Unit was $0. The Form 4 shows the 10,547 Partnership Units of PJT Partners Holdings LP were granted to Chief Financial Officer Helen T. Meates as a long-term incentive award, with no cash paid per unit at grant.

What type of Form 4 transaction code applies to the PJT (PJT) CFO’s award?

The transaction code reported is “A”, which indicates a grant, award or other acquisition. The filing describes this as a long-term incentive award of LTIP Units for the 2025 performance year, rather than an open-market purchase or sale.
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*
Meates Helen T

(Last) (First) (Middle)
280 PARK AVENUE

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PJT Partners Inc. [ PJT ]
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
3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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
Partnership Units of PJT Partners Holdings LP (1) 02/09/2026 A 10,547 (1) (1) Class A Common Stock 10,547 $0 201,345(2) D
Explanation of Responses:
1. Represents a series of LTIP Units of PJT Partners Holdings LP ("LTIP Units") granted by the Issuer to the Reporting Person as a long-term incentive award with respect to the 2025 performance year. These LTIP Units generally vest ratably over three years on each of March 1, 2028, March 1, 2029 and March 1, 2030. Upon the occurrence of specified events, the LTIP Units reported herein can automatically be converted into Partnership Units of PJT Partners Holdings LP ("Partnership Units") on a one-for-one basis. Subject to the terms of the Issuer's Exchange Agreement, on a quarterly basis, Partnership Units may be exchanged for cash or, at the election of the Issuer, shares of Class A Common Stock of the Issuer on a one-for-one basis.
2. Includes Partnership Units that were acquired through prior grants or the occurrence of previously disclosed vesting events and reported as Founder LTIP Units, Earn-Out LTIP Units, LTIP Units or as Performance LTIP Units of PJT Partners Holdings LP. Please note that certain Partnership Units remain subject to previously disclosed time-based vesting conditions.
/s/ David K.F. Gillis, Attorney-in-Fact 02/11/2026
** 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.