Tracey Heaton - 15 Aug 2025 Form 4 Insider Report for HEIDRICK & STRUGGLES INTERNATIONAL INC (HSII)

Role: Chief Legal Officer & Corp Sec
Signature: /s/ Antony Gabriel, Attorney-In-Fact
Issuer symbol: HSII
Transactions as of: 15 Aug 2025
Net transactions value: $0
Form type: 4
Filing time: 19 Aug 2025, 16:04:45 UTC
Previous filing: 24 Jun 2025
Next filing: 10 Dec 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Heaton Tracey	Chief Legal Officer & Corp Sec	C/O HEIDRICK & STRUGGLES INT'L, INC., 233 S. WACKER DR. SUITE 4900, CHICAGO	/s/ Antony Gabriel, Attorney-In-Fact	19 Aug 2025	0001896402

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	HSII	Common Stock	Award	$0	+5,387	+22%	$0.000000	30,317	15 Aug 2025	Direct	F1

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

Explanation of Responses:

Id	Content
F1	Represents Performance Stock Units, each representing a contingent right to receive one share of the Issuer's Common Stock under the Fifth Amended and Restated 2012 Heidrick & Struggles GlobalShare Program. The Performance Stock Units will be earned in two equal increments upon the attainment of certain prescribed stock price hurdles, and will vest in equal annual installments on March 8, 2027 and 2028, subject to Ms. Heaton's continuous employment with the Issuer or an affiliate through such vesting date and the achievement of the applicable stock price hurdle for that year.

Content

Represents Performance Stock Units, each representing a contingent right to receive one share of the Issuer's Common Stock under the Fifth Amended and Restated 2012 Heidrick & Struggles GlobalShare Program. The Performance Stock Units will be earned in two equal increments upon the attainment of certain prescribed stock price hurdles, and will vest in equal annual installments on March 8, 2027 and 2028, subject to Ms. Heaton's continuous employment with the Issuer or an affiliate through such vesting date and the achievement of the applicable stock price hurdle for that year.