ORIX CORP — Director's Dealing 2017

Mar 17, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HOULIHAN LOKEY, INC. (HLI)
CIK: 0001302215
Period of Report: 2017-03-15

Reporting Person: ORIX HLHZ Holding LLC (10% Owner)
Reporting Person: ORIX CORP (10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-03-15	Class B Common Stock	$	S	900000	Disposed		Class A Common Stock (900000)	Direct

Footnotes

F1: Convertible into Class A Common Stock on one-for-one basis, upon transfer or final conversion dates.

F2: Sale to Issuer of an additional 900,000 shares of Class B Common Stock, with settlement to occur on April 5, 2017. Prior to settlement, the Reporting Person will retain all voting rights in respect of such shares. Pursuant to an existing purchase agreement, this sale of additional shares was effective upon the March 15, 2017 closing of the underwriters' optional purchase of additional shares of Class A common stock from the Issuer as part of the Issuer's recent registered offering.

F3: Owned directly by ORIX HLHZ Holding LLC. Also owned indirectly, through subsidiaries, by ORIX Corporation.