8-K
PJT Partners Inc. (PJT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 3, 2020
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PJT Partners Inc. (Exact name of registrant as specified in its charter)
| Delaware | 001-36869 | 36-4797143 |
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| (State or other jurisdiction<br>of incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
| 280 Park Avenue<br>New York, New York | 10017 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (212) 364-7800
Not Applicable (Former name or former address, if changed since last report.)
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Check the appropriate box below if the Form 8‑K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a‑12 under the Exchange Act (17 CFR 240.14a‑12) |
| ☐ | Pre‑commencement communications pursuant to Rule 14d‑2(b) under the Exchange Act (17 CFR 240.14d‑2(b)) |
| ☐ | Pre‑commencement communications pursuant to Rule 13e‑4(c) under the Exchange Act (17 CFR 240.13e‑4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br><br><br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Class A common stock, par value $0.01 per share | PJT | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
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On November 3, 2020, PJT Partners Inc. (“PJT Partners”) issued a press release to announce that James W. Cuminale will retire from his current role as General Counsel of PJT Partners, effective January 1, 2021. Mr. Cuminale will remain at PJT Partners, initially to assist with the transition and thereafter to provide senior legal advice on transactions. David Travin, currently the Deputy General Counsel for PJT Partners, will be appointed General Counsel, effective January 1, 2021.
A copy of the press release is attached hereto as Exhibit 99.1.
| Item 9.01. | Financial Statements and Exhibits. |
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(d)Exhibits.
| Exhibit<br><br><br>Number | Description |
|---|---|
| 99.1 | Press release of PJT Partners Inc. issued on November 3, 2020. |
| 104 | The cover page of this Current Report on Form 8-K, formatted in Inline XBRL. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PJT Partners Inc. | |
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| By: | /s/ Helen T. Meates |
| Name: Helen T. Meates | |
| Title: Chief Financial Officer |
Date: November 3, 2020
pjt-ex991_6.htm
Exhibit 99.1
| PJT Partners Inc. Names David Travin General Counsel |
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James Cuminale to Retire as General Counsel and Remain at the Company
New York, November 3, 2020: PJT Partners Inc. (the “Company” or “PJT Partners”) (NYSE: PJT) today announced that David Travin will be appointed General Counsel, effective January 1, 2021. As General Counsel, Mr. Travin will oversee all legal and regulatory affairs. Mr. Travin succeeds James W. Cuminale, who joined the Company as General Counsel in 2015. Mr. Cuminale will retire from his current role and remain at PJT Partners, initially to assist with the transition and thereafter to provide senior legal advice on transactions.
Mr. Travin brings extensive legal experience in the financial and banking industry, having served as Deputy General Counsel for PJT Partners since joining in December of 2016. Prior to joining PJT Partners, he spent five years at UBS where his primary responsibility was the handling of litigation and regulatory investigations for UBS’s investment bank in the Americas. Previously, Mr. Travin was a member of the Legal Department of Deutsche Bank AG, where he handled litigation and regulatory investigations for Deutsche Bank’s investment bank in the Americas. Mr. Travin received a BS in Industrial and Labor Relations from Cornell University and a JD from The George Washington University School of Law.
“Over the past four years, David has consistently provided prudent counsel and valuable insight on a range of legal, financial and corporate matters to the benefit of our firm and clients,” said Paul J. Taubman, Chairman and Chief Executive Officer of PJT Partners. “Along with the board of directors and management team, I am confident that David is ideally positioned to succeed Jim, who has played a vital role guiding PJT Partners since our formation. We are delighted Jim will remain with PJT Partners such that we can continue to benefit from his senior corporate leadership experience providing legal and regulatory advice around complex transactions.”
“It has been an honor to work with the entire team at PJT Partners since our earliest days,” said Mr. Cuminale. “David is an exceptional leader and has been an essential member of the legal team since the day he joined PJT Partners. He will be an extraordinary addition to the firm’s senior management as PJT Partners continues to build on its strong momentum.”
“I am honored by this opportunity to continue to work alongside Paul and the entire executive team as we further enhance our capabilities and build on our reputation for providing advice to clients with integrity and excellence,” said Mr. Travin. “I would also like to express my appreciation to Jim for his guidance and friendship over the years. I look forward to building on our work together.”
| Media Relations: Jon Keehner / Julie Oakes<br><br><br>Joele Frank, Wilkinson Brimmer Katcher<br><br><br>Tel: +1 212.355.4449<br><br><br>PJT-JF@joelefrank.com | Investor Relations: Sharon Pearson<br><br><br>PJT Partners Inc.<br><br><br>Tel: +1 212.364.7120<br><br><br>pearson@pjtpartners.com |
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About PJT Partners
PJT Partners is a premier global advisory-focused investment bank. Our team of senior professionals delivers a wide array of strategic advisory, strategic capital markets, restructuring and special situations, shareholder advisory, and private fund advisory and fundraising services to corporations, financial sponsors, institutional investors and governments around the world. We offer a unique portfolio of advisory services designed to help our clients achieve their strategic objectives. We also provide, through PJT Park Hill, private fund advisory and fundraising services for alternative investment managers, including private equity funds, real estate funds and hedge funds. To learn more about PJT Partners, please visit our website at www.pjtpartners.com.
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