0001209191-19-039788.txt : 20190701 0001209191-19-039788.hdr.sgml : 20190701 20190701174140 ACCESSION NUMBER: 0001209191-19-039788 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190701 FILED AS OF DATE: 20190701 DATE AS OF CHANGE: 20190701 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gibson Mark CENTRAL INDEX KEY: 0001387771 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33280 FILM NUMBER: 19934445 MAIL ADDRESS: STREET 1: C/O HFF, INC. STREET 2: 429 FOURTH AVENUE, SUITE 200 CITY: PITTSBURGH STATE: PA ZIP: 15219 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HFF, Inc. CENTRAL INDEX KEY: 0001380509 STANDARD INDUSTRIAL CLASSIFICATION: LESSORS OF REAL PROPERTY, NEC [6519] IRS NUMBER: 510610340 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE VICTORY PARK STREET 2: 2323 VICTORY AVENUE, SUITE 1200 CITY: DALLAS STATE: TX ZIP: 75219 BUSINESS PHONE: 214-265-0880 MAIL ADDRESS: STREET 1: ONE VICTORY PARK STREET 2: 2323 VICTORY AVENUE, SUITE 1200 CITY: DALLAS STATE: TX ZIP: 75219 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-07-01 1 0001380509 HFF, Inc. HF 0001387771 Gibson Mark C/O HFF, INC., ONE OXFORD CENTRE, 301 GRANT STREET, SUITE 1100 PITTSBURGH PA 15219 1 1 0 0 Chief Executive Officer Class A common stock 2019-07-01 4 D 0 306519 D 0 D Class A common stock 2019-07-01 4 D 0 41849 D 0 D Disposed of pursuant to the Agreement and Plan of Merger, dated as of March 18, 2019 (the "Merger Agreement"), between HFF, Inc. (the "Company"), Jones Lang LaSalle Incorporated ("JLL"), JLL CM, Inc. and JLL CMG, LLC. Pursuant to the Merger Agreement, in exchange for each share of Company common stock, the reporting person received (i) $24.63 in cash, without interest and subject to any required withholding taxes, and (ii) 0.1505 of a share of JLL common stock, par value $0.01 per share. Each disposition reported in this Form 4 is an exempt transaction. Disposed of pursuant to the Merger Agreement, between the Company, JLL, JLL CM, Inc. and JLL CMG, LLC. Pursuant to the Merger Agreement, in exchange for each share of Company restricted stock unit, the reporting person received an award of restricted stock units with respect to JLL common stock equal to the product of (i) the total number of shares of HFF common stock covered by the reporting person's Company restricted stock units multiplied by (ii) 0.301. Each disposition reported in this Form 4 is an exempt transaction. /s/ Eric O. Conrad, as attorney-in-fact 2019-07-01