Scott L. Bok - Nov 7, 2022 Form 4 Insider Report for GREENHILL & CO INC (GHL)

Role: Chairman & CEO, Director, 10%+ Owner
Signature: /s/ Harold J. Rodriguez, Jr., Attorney-in-Fact for Scott L. Bok
Stock symbol: GHL
Transactions as of: Nov 7, 2022
Transactions value $: $853,078
Form type: 4
Date filed: 11/9/2022, 04:17 PM
Previous filing: Sep 6, 2022
Next filing: Nov 21, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	GHL	Common Stock	Options Exercise	$1.92M	+191K	+63.11%	$10.06	494K	Nov 7, 2022	Direct
transaction	GHL	Common Stock	Tax liability	-$1.07M	-106K	-21.51%	$10.06	387K	Nov 7, 2022	Direct
holding	GHL	Common Stock						1.63M	Nov 7, 2022	See Footnote	F1
holding	GHL	Common Stock						289K	Nov 7, 2022	See Footnote	F2
holding	GHL	Common Stock						133K	Nov 7, 2022	By grantor retained annuity trust	F3
holding	GHL	Common Stock						325K	Nov 7, 2022	By grantor retained annuity trust	F4
holding	GHL	Common Stock						138K	Nov 7, 2022	By grantor retained annuity trust	F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	GHL	Restricted Stock Units	Options Exercise	$0	-191K	-100%	$0.00^*	0	Nov 7, 2022	Common Stock	191K		Direct	F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	These shares of Common Stock are directly owned by Bok Family Partners L.P., a Delaware limited partnership, of which Scott L. Bok is the general partner. Scott L. Bok disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
F2	These shares of Common Stock are directly owned by the Bok Family Foundation. Mr. Bok expressly disclaims beneficial ownership of these securities.
F3	On March 17, 2020, Mr. Bok contributed 178,662 shares of Greenhill & Co., Inc. Common Stock to a grantor retained annuity trust for the benefit of himself and his two children. On March 19, 2021, 19,867 shares reverted back to Scott L. Bok's direct beneficial ownership from that of the Scott L. Bok March 2020 Grantor Annuity Trust. On March 16, 2022, 26,156 shares reverted back to Scott L. Bok's direct beneficial ownership from that of the Scott L. Bok March 2020 Grantor Annuity Trust.
F4	On November 12, 2020, Mr. Bok contributed 388,005 shares of Greenhill & Co., Inc. Common Stock to a grantor retained annuity trust for the benefit of himself and his two children. On November 12, 2021, 63,477 Shares reverted back to Scott L. Bok's direct beneficial ownership from that of the Scott L. Bok November 2020 Annuity Trust.
F5	On November 12, 2021, Mr. Bok contributed 138,356 Shares of Greenhill & Co., Inc. Common Stock to a grantor retained annuity trust for the benefit of himself and his two children.
F6	This restricted stock unit award was granted on September 25, 2017 under the Greenhill & Co., Inc. Equity Incentive Plan. The units comprising the award vest in full on the fifth anniversary of date of grant and are subject to payment within 75 days following such vesting date. Each unit represents a right to receive one share of Common Stock or an amount equal to the market value of the Common Stock underlying the vested award on the vesting date. Payment may be made in cash, shares of Common Stock or a combination thereof. On November 7, 2022, the vesting of this restricted stock unit award was settled in shares. Shares were withheld to satisfy applicable tax withholding obligations.