X0306 4 2017-03-09 0 0001066605 HEIDRICK & STRUGGLES INTERNATIONAL INC HSII 0001663114 Price Colin 233 S. WACKER DRIVE SUITE 4900 CHICAGO IL 60606 0 1 0 0 Executive VP Common Stock 2017-03-09 2017-03-09 4 A 0 623 A 623 D Common Stock 2017-03-09 2017-03-09 4 F 0 293 24.30 D 330 D 2016 Restricted Stock Units 2017-03-09 2017-03-09 4 M 0 623 D Common Stock 1248 D 2017 Restricted Stock Units 2017-03-09 2017-03-09 4 A 0 4494 A Common Stock 5742 D 2017 Performance Stock Units 2017-03-09 2017-03-09 4 A 0 4494 A Common Stock 4494 D Reflects shares acquired from the 2016 RSU vesting reported on Table II. The number of RSUs or PSUs awarded to the Reporting Person was determined by dividing the total dollar value of compensation granted to the Reporting Person by the closing price of HSII common stock on the grant date of March 9, 2017. RSUs are service-based and will vest in three equal installments on the first, second and third anniversaries of the date of grant. PSUs are target-based equity grants that generally vest three years from the grant date if certain performance goals are achieved. Granted under the Company's Global Share Plan. Each RSU or PSU represents a right to receive one share of the Issuer's Common Stock upon vesting. /s/ Stephen W. Beard, Attorney-In-Fact 2017-03-13