Houlihan Lokey, Inc. filed a Form 8-K on September 16, 2026, detailing changes to its executive compensation plan and leadership structure following its annual meeting of stockholders. The filing reports that stockholders approved the Second Amended and Restated Houlihan Lokey, Inc. 2016 Incentive Award Plan (the Second A&R Plan), which became effective on September 16, 2026.

The Second A&R Plan modifies the company’s existing incentive award plan in several ways. It increases the aggregate number of shares reserved for issuance to 12 million shares. The plan reinstates an automatic annual increase in reserved shares, though it reduces the size of this increase from 6% to 1% of the company’s Class A and Class B common stock outstanding on the last day of the preceding fiscal year. Additionally, the plan removes a fixed expiration date and eliminates provisions intended to qualify awards as performance-based compensation under Section 162(m) of the Internal Revenue Code, citing changes in tax law.

In leadership news, the company’s board of directors elected Thomas Reichert as an independent Class I director, effective October 1, 2026. Mr. Reichert will serve a term expiring at the company’s 2028 annual meeting and will join the Audit and Nominating and Corporate Governance Committees. He brings over three decades of experience in technology and sustainability consulting, having previously served as Global CEO of ERM. The board also granted him a restricted stock award valued at $120,000, which will vest in three equal installments over three years.

The filing also reports the retirement of Christopher M. Crain, who served as General Counsel since 2004. Mr. Crain will transition to the role of Corporate Senior Advisor. He was succeeded by Prabha Sipi Bhandari as Chief Legal Officer and Secretary, effective September 16, 2026. Ms. Bhandari joins Houlihan Lokey from Paychex, where she served as Chief Legal Officer and Chief Ethics Officer.

The 8-K includes a tabulation of votes cast at the Annual Meeting. Stockholders voted to ratify the appointment of KPMG LLP as the independent registered public accounting firm for the fiscal year ending March 31, 2027, and approved the Second A&R Plan.