John D. Liu - 30 Nov 2023 Form 4 Insider Report for GREENHILL & CO INC

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
01 Dec 2023, 08:50:53 UTC
Prior SEC filing
16 Nov 2023
Next SEC filing
17 Apr 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Mark R. Lasky, Attorney-in-Fact for John D. Liu

Key filing fact

John D. Liu filed Form 4 for GREENHILL & CO INC on 01 Dec 2023.

Key facts

  • This page summarizes John D. Liu's Form 4 filing for GREENHILL & CO INC.
  • 1 reported transaction and 0 derivative rows are listed below.
  • Accepted by SEC: 01 Dec 2023, 08:50.

Change

  • Previous filing in this sequence was filed on 16 Nov 2023.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

GHL transaction

Common Stock

Disposed to Issuer

Transaction value
Shares
-13,149
Change %
-100%
Price
Shares after
0
Date
30 Nov 2023
Ownership
Direct
Footnotes
F1, F2
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

John D. Liu is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 2 footnotes

Footnote F1

Reflects the disposition of securities pursuant to the Agreement and Plan of Merger, dated as of May 22, 2023 (the "Merger Agreement"), by and among Greenhill & Co., Inc. a Delaware corporation (the "Company"), Mizuho Americas LLC, a Delaware limited liability company ("Purchaser"), and Blanc Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Purchaser ("Sub"), pursuant to which on November 30, 2023, Sub merged with and into the Company (the "Merger"), with the Company surviving as a wholly-owned subsidiary of Purchaser.

Footnote F2

At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of common stock, par value $0.01 per share, of the Company ("Company Common Stock") (except for shares held by the Company as treasury stock, by any of the Company's subsidiaries, by Purchaser or any of Purchaser's subsidiaries (including Sub), or by any holder who was entitled to demand appraisal and has properly and validly demanded appraisal of such shares of Company Common Stock pursuant to Section 262 of the General Corporation Law of the State of Delaware, which, in each case, was treated as described in the Merger Agreement), was canceled and automatically converted into the right to receive $15.00 in cash (the "Merger Consideration"). As a result of the Merger, the Reporting Person no longer beneficially owns, directly or indirectly, any shares of Company Common Stock.

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