0001210708-25-000063.txt : 20250822 0001210708-25-000063.hdr.sgml : 20250822 20250822163718 ACCESSION NUMBER: 0001210708-25-000063 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20250822 FILED AS OF DATE: 20250822 DATE AS OF CHANGE: 20250822 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Eberwein Jeffrey E. CENTRAL INDEX KEY: 0001548312 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38704 FILM NUMBER: 251246775 MAIL ADDRESS: STREET 1: 53 FOREST AVENUE STREET 2: SUITE 101 CITY: OLD GREENWICH STATE: CT ZIP: 06870 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Hudson Global, Inc. CENTRAL INDEX KEY: 0001210708 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HELP SUPPLY SERVICES [7363] ORGANIZATION NAME: 07 Trade & Services EIN: 593547281 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 53 FOREST AVENUE CITY: OLD GREENWICH STATE: CT ZIP: 06870 BUSINESS PHONE: 2034095628 MAIL ADDRESS: STREET 1: 53 FOREST AVENUE CITY: OLD GREENWICH STATE: CT ZIP: 06870 FORMER COMPANY: FORMER CONFORMED NAME: HUDSON HIGHLAND GROUP INC DATE OF NAME CHANGE: 20030311 FORMER COMPANY: FORMER CONFORMED NAME: HUDSON HIGHLAND INC DATE OF NAME CHANGE: 20030224 FORMER COMPANY: FORMER CONFORMED NAME: TMP WORLDWIDE SEARCH INC DATE OF NAME CHANGE: 20021217 4 1 wk-form4_1755895033.xml FORM 4 X0508 4 2025-08-22 0 0001210708 Hudson Global, Inc. HSON 0001548312 Eberwein Jeffrey E. 53 FOREST AVENUE, SUITE 102 OLD GREENWICH CT 06870 1 1 1 0 Chief Executive Officer 0 Common Stock. 2025-08-22 4 A 0 188686 A 608684 D Series A Preferred Stock 2025-08-22 4 A 0 1182414 A 1182414 D Restricted Stock Unit 2025-08-22 4 A 0 675 A Common Stock. 675 675 D Restricted Stock Unit 2025-08-22 4 A 0 740 A Common Stock. 740 740 D Restricted Stock Unit 2025-08-22 4 A 0 860 A Series A Preferred Stock 860 860 D Restricted Stock Unit 2025-08-22 4 A 0 860 A Series A Preferred Stock 860 860 D Warrants to Purchase Common Stock 2025-08-22 4 A 0 49450 A Common Stock. 49450 49450 D Received in exchange for 820,374 shares of Star Equity Holdings, Inc. ("Star") common stock pursuant to the Agreement and Plan of Merger, dated as of May 21, 2025 (the "Merger Agreement"), by and among Star, Hudson Global, Inc. ("Hudson") and HSON Merger Sub, Inc., a wholly owned subsidiary of Hudson ("Merger Sub"), providing for the exchange of 0.23 shares of Hudson common stock for each share of Star common stock on the effective date of the merger (the "Merger"). Includes (i) 118,464 Share Units credited to the Reporting Person's account under the Issuer's 2009 Incentive Stock and Awards Plan, as amended and restated, and each such share unit is the economic equivalent of one share of Common Stock and is payable only in Common Stock upon the later to occur of (A) the satisfaction of certain performance vesting conditions and (B) up to 90 days after the Reporting Person's separation from service; (ii) 27,156 Share Units credited to the Reporting Person's account under the Hudson Global, Inc. Director Deferred Share Plan, and each Share Unit is the economic equivalent of one share of Common Stock and is payable only in Common Stock up to 90 days after a director's separation from service; and (iii) 274,378 shares of common stock. Acquired pursuant to the Merger in exchange for 1,182,414 shares of Star 10% Series A Cumulative Perpetual Preferred Stock. These Restricted Stock Units each represent the right to receive, at settlement, one share of Hudson common stock. These Restricted Stock Units were received in exchange for Star Restricted Stock Units representing the right to receive, at settlement, 2,935 shares of Star common stock. The Restricted Stock Units granted on November 22, 2024 (the "Grant Date") are scheduled to vest upon the first anniversary of the Grant Date. These Restricted Stock Units each represent the right to receive, at settlement, one share of Hudson common stock. These Restricted Stock Units were received in exchange for Star Restricted Stock Units representing the right to receive, at settlement, 3,221 shares of Star common stock. The Restricted Stock Units granted on March 25, 2025 (the "Grant Date") are scheduled to vest upon the first anniversary of the Grant Date. These Restricted Stock Units each represent the right to receive, at settlement, one share of Hudson Series A Preferred Stock. These Restricted Stock Units were received in exchange for Star Preferred Restricted Stock Units representing the right to receive, at settlement, 860 shares of 10% Series A Cumulative Perpetual Preferred Stock. The Restricted Stock Units granted on May 19, 2025 (the "Preferred Grant Date") are scheduled to vest upon the first anniversary of the Preferred Grant Date. The Restricted Stock Units granted on August 18, 2025 (the "Second Preferred Grant Date") are scheduled to vest upon the first anniversary of the Second Preferred Grant Date. Acquired pursuant to the Merger Agreement and the terms of the Warrants to Purchase Common Stock, these Warrants to Purchase Common Stock are exercisable for 49,450 shares of Hudson common stock at an exercise price of $32.60 per share of Hudson common stock. The Warrants to Purchase Common Stock were immediately exercisable upon issuance on January 24, 2022 and expire on January 24, 2027. /s/ Jeffrey E. Eberwein 2025-08-22