Evercore Inc. — Director's Dealing 2013

Jan 9, 2013

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: Evercore Partners Inc. (EVR)
CIK: 0001360901
Period of Report: 2012-12-31

Reporting Person: Altman Roger C (Director, Executive Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-06-15	Shares of Class A common stock, par value $0.01 per share	G	11000	—	Disposed	394240	Direct
2012-08-03	Shares of Class A common stock, par value $0.01 per share	G	11000	—	Disposed	383240	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-21	Partnership units of Evercore LP	$	G	14500	Disposed		Shares of Class A common stock, par value $0.01 per share (14500)	Direct
2012-03-16	Partnership units of Evercore LP	$	G	11000	Disposed		Shares of Class A common stock, par value $0.01 per share (11000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Shares of Class B common stock, par value $0.01 per share	1	Direct
Shares of Class B common stock, par value $0.01 per share	1	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Partnership units of Evercore LP	$		Shares of Class A common stock, par value $0.01 per share (750649)	750649	Indirect

Footnotes

F1: Mr. Altman has made a bona fide gift of these shares of Class A common stock to the Altman Kazickas Foundation, a not-for-profit institution.

F2: This share of Class B common stock is held in trust for the benefit of Mr. Altman's family. Mr. Altman disclaims beneficial ownership of this share of Class B common stock, and the filing of this report is not an admission that Mr. Altman is the beneficial owner of this share of Class B common stock for the purposes of Section 16 or any other purpose.

F3: Evercore LP partnership units are, subject to certain restrictions in the Evercore LP partnership agreement, exchangeable on a one-to-one basis for shares of Evercore Partners Inc. Class A common stock, subject to customary conversion rate adjustments for stock dividends and reclassifications.

F4: Mr. Altman has made a bona fide gift of these Evercore LP partnership units to the Altman Kazickas Foundation, a not-for-profit institution.

F5: These Evercore LP units are held in trust for the benefit of Mr. Altman's family. Mr. Altman disclaims beneficial ownership of these partnership units and the filing of this report is not an admission that Mr. Altman is the beneficial owner of these partnership units for the purposes of Section 16 or for any other purpose.