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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
common stock purchase option | $ 2.69 | 03/09/2009 | A | 200,000 | 03/09/2010(4) | 03/08/2016 | common stock | 200,000 | $ 0 (5) | 200,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Richter Irvin E C/O HILL INTERNATIONAL, INC. 303 LIPPINCOTT CENTRE MARLTON, NJ 08053 |
X | X | Chairman and Chief Executive |
/s/ Irvin E. Richter | 04/14/2009 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | These shares were included among a block of the Issuer's common stock issued to the reporting person, but placed in escrow to fund the reporting person's indemnification obligations in connection with the closing of the Agreement and Plan of Merger by and Among Arpeggio Acquisition Corporation, Hill International, Inc. and the Stockholders of Hill International Inc. dated as of December 5, 2005, as amended. On August 21, 2007, these shares were forfeited by the reporting person pursuant to such indemnification provisions. |
(2) | Includes 7,576 shares held in the Issuer's 401(k) Plan for the benefit of the reporting person. |
(3) | Does not include 300,000 shares held by the reporting person's spouse which the reporting person is deemed to indirectly own notwithstanding his disclaimer of beneficial ownership thereof. |
(4) | The shares issuable pursuant to this option shall vest ratably on March 9 of each of 2010, 2011, 2012 and 2013. |
(5) | Option granted pursuant to the Issuer's 2006 Stock Option Plan. |