X0306 4 2016-02-01 0 0001282977 GREENHILL & CO INC GHL 0001547367 Grubb Christopher Thomas GREENHILL & CO., INC. 300 PARK AVENUE NEW YORK NY 10022 0 1 0 0 Chief Financial Officer Common Stock 2016-02-01 4 M 0 722 0.00 A 6138 D Common Stock 2016-02-01 4 F 0 292 25.37 D 5846 D Common Stock 2016-02-01 4 M 0 696 0.00 A 6542 D Common Stock 2016-02-01 4 F 0 287 25.37 D 6255 D Common Stock 2016-02-01 4 M 0 714 0.00 A 6969 D Common Stock 2016-02-01 4 F 0 295 25.37 D 6674 D Common Stock 2016-02-01 4 M 0 2271 0.00 A 8945 D Common Stock 2016-02-01 4 F 0 1057 25.37 D 7888 D Common Stock 2016-02-01 4 M 0 3366 0.00 A 11254 D Common Stock 2016-02-01 4 F 0 1408 25.37 D 9846 D Restricted Stock Units 2016-02-01 4 M 0 722 0.00 D Common Stock 722 0 D Restricted Stock Units 2016-02-01 4 M 0 696 0.00 D Common Stock 696 696 D Restricted Stock Units 2016-02-01 4 M 0 714 0.00 D Common Stock 714 1428 D Restricted Stock Units 2016-02-01 4 M 0 2271 0.00 D Common Stock 2271 6813 D Restricted Stock Units 2016-02-01 4 M 0 3366 0.00 D Common Stock 3366 13464 D This restricted stock unit award was granted on February 7, 2011 under the Greenhill & Co., Inc. Equity Incentive Plan. The units comprising the award vest in equal increments on each of the first, second, third, fourth and fifth anniversaries of the date of grant (each, a vesting date) and are subject to payment within 75 days following each such vesting date. Each unit represents a right to receive one share of Common Stock or an amount equal to the market value of the Common Stock underlying the vested award on the applicable vesting date. Payment may be made in cash, shares of Common Stock or a combination thereof. On February 1, 2016, the fifth vesting of this restricted stock unit award was settled in shares. Shares were withheld to satisfy applicable tax withholding obligations. This restricted stock unit award was granted on February 3, 2012 under the Greenhill & Co., Inc. Equity Incentive Plan. The units comprising the award vest in equal increments on each of the first, second, third, fourth and fifth anniversaries of the date of grant (each, a vesting date) and are subject to payment within 75 days following each such vesting date. Each unit represents a right to receive one share of Common Stock or an amount equal to the market value of the Common Stock underlying the vested award on the applicable vesting date. Payment may be made in cash, shares of Common Stock or a combination thereof. On February 1, 2016, the fourth vesting of this restricted stock unit award was settled in shares. Shares were withheld to satisfy applicable tax withholding obligations. This restricted stock unit award was granted on January 30, 2013 under the Greenhill & Co., Inc. Equity Incentive Plan. The units comprising the award vest in equal increments on each of the first, second, third, fourth and fifth anniversaries of the date of grant (each, a vesting date) and are subject to payment within 75 days following each such vesting date. Each unit represents a right to receive one share of Common Stock or an amount equal to the market value of the Common Stock underlying the vested award on the applicable vesting date. Payment may be made in cash, shares of Common Stock or a combination thereof. On February 1, 2016, the third vesting of this restricted stock unit award was settled in shares. Shares were withheld to satisfy applicable tax withholding obligations. This restricted stock unit award was granted on February 4, 2014 under the Greenhill & Co., Inc. Equity Incentive Plan. The units comprising the award vest in equal increments on each of the first, second, third, fourth and fifth anniversaries of the date of grant (each, a vesting date) and are subject to payment within 75 days following each such vesting date. Each unit represents a right to receive one share of Common Stock or an amount equal to the market value of the Common Stock underlying the vested award on the applicable vesting date. Payment may be made in cash, shares of Common Stock or a combination thereof. On February 1, 2016, the second vesting of this restricted stock unit award was settled in shares. Shares were withheld to satisfy applicable tax withholding obligations. This restricted stock unit award was granted on February 9, 2015 under the Greenhill & Co., Inc. Equity Incentive Plan. The units comprising the award vest in equal increments on each of the first, second, third, fourth and fifth anniversaries of the date of grant (each, a vesting date) and are subject to payment within 75 days following each such vesting date. Each unit represents a right to receive one share of Common Stock or an amount equal to the market value of the Common Stock underlying the vested award on the applicable vesting date. Payment may be made in cash, shares of Common Stock or a combination thereof. On February 1, 2016, the first vesting of this restricted stock unit award was settled in shares. Shares were withheld to satisfy applicable tax withholding obligations. /s/ Ricardo Lima, Attorney-in-Fact for Christopher T. Grubb 2016-02-03