Form 4: PJT CEO cash-settles 90,000-unit exchange at $167.7778

Q: What did PJT (PJT) disclose in this Form 4?

The Chairman and CEO exchanged 90,000 Partnership Units effective November 6, 2025 , reported with Transaction Code M and a $167.7778 derivative security price.

Q: How was the PJT Chairman/CEO’s exchange settled?

The exchange was settled for cash pursuant to the Exchange Agreement.

Q: What does Transaction Code M signify here?

Code M reflects the exercise or conversion of a derivative security into underlying securities.

Q: How many Partnership Units does the reporting person hold after the transaction?

Beneficial ownership is 5,460,000 Partnership Units following the reported transaction.

Q: Are there any vesting conditions on remaining units?

Yes. 400,000 units remain subject to time-based vesting conditions through March 1, 2027 .

Q: What does the Exchange Agreement allow for PJT Partnership Units?

On a quarterly basis, units may be exchanged for cash or, at the issuer’s election, for Class A Common Stock on a one-for-one basis.

Q: What roles does the reporting person hold at PJT Partners?

The reporting person is a Director and Officer , serving as Chairman and CEO .

Filing Impact

(Very High)

Filing Sentiment

(Very Positive)

Form Type

Rhea-AI Filing Summary

PJT Partners (PJT) reported an insider transaction: the Chairman and CEO exchanged 90,000 Partnership Units of PJT Partners Holdings LP, effective November 6, 2025. The filing shows Transaction Code M and a reported price of derivative security $167.7778.

Per the Exchange Agreement, Partnership Units may be exchanged quarterly for cash or, at the issuer’s election, on a one-for-one basis for Class A Common Stock; this exchange was settled for cash. Following the transaction, the reporting person beneficially owns 5,460,000 Partnership Units. Of these, 400,000 are subject to time-based vesting conditions through March 1, 2027. The reporting person is listed as Director and Officer (Chairman and CEO).

Insider Trade Summary

90,000 shares exercised/converted

Mixed 1 txn

Insider Taubman Paul J

Role Chairman and CEO

Type	Security	Shares	Price	Value
Exercise	Partnership Units of PJT Partners Holdings LP	90,000	$167.7778	$15.10M

Holdings After Transaction: Partnership Units of PJT Partners Holdings LP — 5,460,000 shares (Direct)

Footnotes (1)

In an SEC Form 8-K filed by the Issuer on June 3, 2024, the Issuer previously disclosed that the Reporting Person intended to elect to exchange up to 90,000 Partnership Units of PJT Partners Holdings LP ("Partnership Units") in future quarterly exchange windows, including the Issuer's current quarterly exchange window. On August 20, 2025, the Reporting Person submitted an Election to Exchange 90,000 Partnership Units, with such exchange to be settled for either cash or Class A Common Stock, as determined by the Issuer's Board of Directors. 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. Effective November 6, 2025, the Reporting Person's Partnership Units were exchanged for cash. Includes Partnership Units that were acquired upon the occurrence of specified vesting events or grants and previously reported as Performance LTIP Units of PJT Partners Holdings LP. Of the 5,460,000 Partnership Units reported, 400,000 remain subject to previously disclosed time-based vesting conditions through March 1, 2027.

Form 4 Insider Transactions: What Each Field Means →

11/07/2025 - 05:00 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^*

Taubman Paul J

(Last)

(First)

(Middle)

280 PARK AVENUE

(Street)

NEW YORK

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)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
11/06/2025

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)
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)
Partnership Units of PJT Partners Holdings LP⁽¹⁾	⁽²⁾	11/06/2025		M			90,000⁽³⁾	⁽²⁾	⁽²⁾	Class A Common Stock	90,000	$167.7778	5,460,000⁽⁴⁾	D

Explanation of Responses:

1. In an SEC Form 8-K filed by the Issuer on June 3, 2024, the Issuer previously disclosed that the Reporting Person intended to elect to exchange up to 90,000 Partnership Units of PJT Partners Holdings LP ("Partnership Units") in future quarterly exchange windows, including the Issuer's current quarterly exchange window. On August 20, 2025, the Reporting Person submitted an Election to Exchange 90,000 Partnership Units, with such exchange to be settled for either cash or Class A Common Stock, as determined by the Issuer's Board of Directors.

2. 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.

3. Effective November 6, 2025, the Reporting Person's Partnership Units were exchanged for cash.

4. Includes Partnership Units that were acquired upon the occurrence of specified vesting events or grants and previously reported as Performance LTIP Units of PJT Partners Holdings LP. Of the 5,460,000 Partnership Units reported, 400,000 remain subject to previously disclosed time-based vesting conditions through March 1, 2027.

	/s/ David K.F. Gillis, as Attorney-in-Fact	11/07/2025
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did PJT (PJT) disclose in this Form 4?

The Chairman and CEO exchanged 90,000 Partnership Units effective November 6, 2025, reported with Transaction Code M and a $167.7778 derivative security price.

How was the PJT Chairman/CEO’s exchange settled?

The exchange was settled for cash pursuant to the Exchange Agreement.

What does Transaction Code M signify here?

Code M reflects the exercise or conversion of a derivative security into underlying securities.

How many Partnership Units does the reporting person hold after the transaction?

Beneficial ownership is 5,460,000 Partnership Units following the reported transaction.

Are there any vesting conditions on remaining units?

Yes. 400,000 units remain subject to time-based vesting conditions through March 1, 2027.

What does the Exchange Agreement allow for PJT Partnership Units?

On a quarterly basis, units may be exchanged for cash or, at the issuer’s election, for Class A Common Stock on a one-for-one basis.

What roles does the reporting person hold at PJT Partners?

The reporting person is a Director and Officer, serving as Chairman and CEO.