[Form 4] PJT Partners Inc. Insider Trading Activity

Rhea-AI Filing Summary

PJT Partners Inc. (ticker PJT) disclosed a routine insider transaction via a Form 4 filed on 20 June 2025. Director Thomas M. Ryan automatically acquired 18 restricted stock units (RSUs) on 18 June 2025 as dividend-equivalent rights tied to PJT’s regular dividend. Each RSU represents the right to receive one share of Class A common stock and will vest on the same timetable as the underlying award. No shares were sold or transferred, and the transaction code is marked "A" (acquisition).
After the credit, Ryan now directly holds 12,814 derivative securities (RSUs). The filing does not report any cash purchase price, option exercise, or changes in non-derivative share ownership. Given the small size—well below 1 % of daily trading volume—the event is considered administrative and has no immediate impact on PJT’s capital structure or governance profile.

Insights

Securities Analyst

TL;DR: Routine dividend-equivalent RSU credit; immaterial size, neutral for valuation or governance, signals continued alignment but no new insider sentiment.

The filing records an automatic accrual of 18 RSUs to Director Thomas M. Ryan, lifting his derivative holdings to 12,814 units. Because the units arise from dividend equivalents rather than an elective open-market purchase, the transaction offers no insight into insider conviction on near-term share price. The dollar value is negligible relative to PJT’s market cap, and there is no dilution as shares were already reserved under equity plans. Consequently, the disclosure is non-impactful for investors and does not alter earnings, cash flow, or strategic outlook.

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

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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).

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^*

RYAN THOMAS M

(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)
06/18/2025

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)	06/18/2025		A(2)		18		(2)	(2)	Class A Common Stock	18	$0	12,814	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	06/20/2025
	** 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

How many PJT Partners (PJT) shares did Director Thomas M. Ryan acquire?

He received 18 restricted stock units, each convertible into one share of Class A common stock.

What was the transaction date for the PJT Form 4 filing?

The RSU acquisition occurred on 18 June 2025; the Form 4 was filed on 20 June 2025.

Did the insider sell any PJT shares in this filing?

No. The filing only reports an acquisition of RSUs; there were no dispositions.

What is the insider’s total beneficial ownership after the transaction?

Thomas M. Ryan now directly owns 12,814 RSUs in PJT Partners.

Are the RSUs part of a Rule 10b5-1 trading plan?

The form does not indicate a Rule 10b5-1 plan; the RSUs derive from dividend-equivalent rights and vest with the underlying award.