0001066605-21-000023.txt : 20210310
0001066605-21-000023.hdr.sgml : 20210310
20210310175412
ACCESSION NUMBER: 0001066605-21-000023
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210308
FILED AS OF DATE: 20210310
DATE AS OF CHANGE: 20210310
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cullen Michael M
CENTRAL INDEX KEY: 0001768165
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-25837
FILM NUMBER: 21731079
MAIL ADDRESS:
STREET 1: 233 S. WACKER DRIVE
STREET 2: SUITE 4900
CITY: CHICAGO
STATE: IL
ZIP: 60606
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: HEIDRICK & STRUGGLES INTERNATIONAL INC
CENTRAL INDEX KEY: 0001066605
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EMPLOYMENT AGENCIES [7361]
IRS NUMBER: 362681268
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: C/O HEIDRICK & STRUGGLES INC
STREET 2: 233 S WACKER DR STE 4200
CITY: CHICAGO
STATE: IL
ZIP: 60606-6303
BUSINESS PHONE: 3124961200
4
1
wf-form4_161541683357847.xml
FORM 4
X0306
4
2021-03-08
0
0001066605
HEIDRICK & STRUGGLES INTERNATIONAL INC
HSII
0001768165
Cullen Michael M
C/O HEIDRICK & STRUGGLES INT'L, INC.
233 S. WACKER DRIVE, SUITE 4900
CHICAGO
IL
60606
0
1
0
0
Chief Operating Officer
Common Stock
2021-03-08
4
M
0
3321
37.96
A
18783.444
D
Common Stock
2021-03-08
4
F
0
975
37.96
D
17808.444
D
Common Stock
2021-03-09
4
M
0
2737
36.95
A
20545.444
D
Common Stock
2021-03-09
4
F
0
1214
36.95
D
19331.444
D
Common Stock
2021-03-09
4
M
0
1642
36.95
A
21383.444
D
Common Stock
2021-03-09
4
F
0
729
36.95
D
20244.444
D
Common Stock
2021-03-09
4
A
0
11295
36.95
A
31539.444
D
Common Stock
2021-03-09
4
F
0
3941
36.95
D
27598.444
D
Common Stock
2021-03-09
4
M
0
6402
36.95
A
33341.444
D
Common Stock
2021-03-09
4
F
0
2840
36.95
D
31160.444
D
2019 Restricted Stock Units
2021-03-08
4
M
0
3321
0
D
Common Stock
3321.0
3322
D
2018 Restricted Stock Units
2021-03-09
4
M
0
2737
0
D
Common Stock
2737.0
0
D
2018 Restricted Stock Units
2021-03-09
4
M
0
1642
0
D
Common Stock
1642.0
0
D
2020 Restricted Stock Units
2021-03-09
4
M
0
6402
0
D
Common Stock
6402.0
12804
D
2021 Restricted Stock Units
2021-03-09
4
A
0
10825
0
A
Common Stock
10825.0
10825
D
Reflects the vesting of the second of three installments of Restricted Stock Units ("RSUs") granted on March 8, 2019 ("2019 RSUs"). RSUs are service-based and vest in three equal installments on the first, second and third anniversaries of the date of grant.
RSUs convert into common stock on a one-for-one basis at the time of vesting.
Reflects an aggregate of 975 shares of common stock retained by the Issuer to satisfy tax withholding obligations with respect to 2019 RSUs that vested on March 8, 2021.
Reflects the vesting of the third of three installments of Restricted Stock Units ("RSUs") granted on March 9, 2018 ("2018 Employment RSUs") which were awarded as per the terms of Michael Cullen's employment agreement. RSUs are service-based and vest in three equal installments on the first, second and third anniversaries of the date of grant.
Reflects an aggregate of 1,214 shares of common stock retained by Heidrick & Struggles International, Inc. (the "Issuer") to satisfy tax withholding obligations with respect to 2018 Employment RSUs that vested on March 9, 2021.
Reflects the vesting of the third of three installments of RSUs granted on March 9, 2018 ("2018 Discretionary RSUs"), which were awarded as a special discretionary award in connection with similar awards made to select employees. RSUs are service-based and vest in three equal installments on the first, second and third anniversaries of the date of grant.
Reflects an aggregate of 729 shares of common stock retained by the Issuer to satisfy tax withholding obligations with respect to 2018 Discretionary RSUs that vested on March 9, 2021.
Reflects the vesting of 11,295 non-derivative Performance Stock Units ("PSUs") granted on March 9, 2018 ("2018 PSUs") for the three-year performance period ended December 31, 2020 and which are exempt from liability under Section 16(b) of the Securities Exchange Act pursuant to Rule 16b-3(d). PSUs are target-based equity grants that generally vest three years from the grant date if certain performance goals are achieved. The actual amounts to vest at the end of the performance period can range from 0% to 200% of target based on performance.
PSUs convert into common stock on a one-for-one basis at the time of vesting.
Reflects an aggregate of 3,941 shares of common stock retained by the Issuer to satisfy tax withholding obligations with respect to 2018 PSUs that vested on March 9, 2021.
Reflects the vesting of the first of three installments of RSUs granted on March 9, 2020 ("2020 RSUs"). RSUs are service-based and vest in three equal installments on the first, second and third anniversaries of the date of grant.
Reflects an aggregate of 2,840 shares of common stock retained by Issuer to satisfy tax withholding obligations with respect to 2020 RSUs that vested on March 9, 2021.
On March 8, 2019, the reporting person was granted 9,964 RSUs, which are service-based and vest in three equal installments on the first, second and third anniversaries of the date of grant.
On March 9, 2018, the reporting person was granted 8,210 2018 Employment RSUs, which are service-based and vest in three equal installments on the first, second and third anniversaries of the date of grant.
On March 9, 2018, the reporting person was granted 4,926 2018 Discretionary RSUs, which are service-based and vest in three equal installments on the first, second and third anniversaries of the date of grant.
On March 9, 2020, the reporting person was granted 19,206 RSUs, which are service-based and vest in three equal installments on the first, second and third anniversaries of the date of grant.
Each RSU represents a contingent right to receive one share of Issuer common stock.
RSUs are service-based and vest in three equal installments on the first, second and third anniversaries of the date of grant.
/s/ Kelly A Crosier, Attorney-In-Fact
2021-03-10