[Form 4] PJT Partners Inc. Insider Trading Activity

Rhea-AI Filing Summary

Kenneth C. Whitney, a director of PJT Partners Inc. (PJT), received 8 restricted stock units on 09/17/2025 that each represent the right to one share of Class A common stock. The reported units carry dividend equivalent rights that vest on the same schedule as the underlying restricted stock units. The transaction shows a $0 acquisition price for the restricted stock units and leaves the reporting person with 6,416 shares of Class A common stock beneficially owned in a direct form. The filing documents the grant and clarifies the dividend-equivalent treatment tied to vesting.

Insights

Corporate Governance Expert

TL;DR: A small director equity grant aligns interests but is immaterial to ownership concentration.

The reported grant of 8 restricted stock units to a director is a routine equity compensation event that reinforces alignment between management and shareholders. The inclusion of dividend equivalent rights that vest with the RSUs is standard practice to preserve economic parity with outstanding shares during the vesting period. Given the reported 6,416 shares owned post-transaction and the very small size of this grant, this disclosure does not meaningfully alter governance dynamics or control.

Securities Analyst

TL;DR: Transaction is minor; no material impact on share count or market position.

The grant of 8 RSUs at a reported price of $0 is immaterial in absolute and relative terms versus the issuer's outstanding shares. It represents routine compensation and does not change the economic ownership materially. The filing properly notes dividend equivalent rights that convert into RSUs upon vesting. No changes to derivative holdings or sales were reported.

09/19/2025 - 04:15 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

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

1. Name and Address of Reporting Person^*

Whitney Kenneth C

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/17/2025

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)
			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
Restricted Stock Units	(1)	09/17/2025		A(2)		8		(2)	(2)	Class A Common Stock	8	$0	6,416	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Issuer Class A common stock.

2. Represents dividend equivalent rights in connection with the Issuer's dividend that accrue to the reporting person in restricted stock units that vest at the same time(s) as the underlying restricted stock units.

	/s/ David K.F. Gillis, as Attorney-in-Fact	09/19/2025
	** 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.

FAQ

What transaction did Kenneth C. Whitney report on PJT Form 4?

The filing reports receipt of 8 restricted stock units on 09/17/2025, each representing one share of Class A common stock.

How many PJT shares does the reporting person own after this transaction?

The reporting person beneficially owns 6,416 shares of Class A common stock following the reported transaction.

Was there a purchase price paid for the restricted stock units?

The reported price for the restricted stock units is listed as $0.

Do the restricted stock units include dividend equivalents?

Yes. The filing states the RSUs include dividend equivalent rights that accrue in RSUs and vest with the underlying units.

Is this filing a joint filing or filed by one reporting person?

The form indicates it was filed by one reporting person.