{"schema_version":"secwatch.filing_event.v1","accession":"0001140361-23-055598","form_type":"8-K","ticker":null,"cik":"0001282977","company_name":"GREENHILL & CO INC","filed_at":"2023-12-01T23:59:59+00:00","discovered_at":"2026-05-14T18:03:28.524588+00:00","generated_at":"2026-06-07T19:12:59.071009+00:00","sec_items":["2.01","3.01","3.03","5.01","5.02","5.03","8.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.9,"calibrated_materiality_score":0.9,"confidence":"high","headline":"Greenhill completes acquisition by Mizuho Americas for $15.00 per share in cash","bullets":["All outstanding shares (except excluded) converted into right to receive $15.00 cash per share.","Greenhill common stock delisted from NYSE; trading suspended before open on Dec 1, 2023.","Greenhill continues as brand; Kevin Costantino and David Wyles co-head the business; Patrick Suehnholz remains COO.","Former CEO Scott Bok becomes Chairman of Greenhill Advisory, reporting to Jerry Rizzieri.","Mizuho plans to accelerate investment banking growth with Greenhill's M&A and restructuring advisory."],"urls":{"canonical":"https://secwatch.observer/filing/0001140361-23-055598","json":"https://secwatch.observer/filing/0001140361-23-055598.json","markdown":"https://secwatch.observer/filing/0001140361-23-055598.md","text":"https://secwatch.observer/filing/0001140361-23-055598.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1282977/000114036123055598/0001140361-23-055598-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1282977/000114036123055598/ef20015611_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-07T19:12:59.071009+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"3a64997993","claim":"Gerald A. Rizzieri was appointed as Sole Director at GREENHILL & CO INC.","evidence_excerpt":"Gerald A. Rizzieri was appointed as sole director of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1282977/000114036123055598/0001140361-23-055598-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Sole Director"}],"fact_type":"executive_change"},{"claim_id":"1c62be1d645d4b476dd69fb02d01d16776c4a260","claim":"GREENHILL & CO INC: Third Amended and Restated Certificate of Incorporation adopted at the Effective Time, replacing the prior certificate of incorporation.","evidence_excerpt":"the second amended and restated certificate of incorporation of the Company, as in effect immediately prior to the Effective Time, was amended and restated in its entirety (the certificate of incorporation as so amended and restated, the “ Third Amended and Restated Certificate of Incorporation ”).","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1282977/000114036123055598/0001140361-23-055598-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"}],"fact_type":"governance_change"},{"claim_id":"fced5770d255c37b5c52a2ec7c4bc6c6549b268f","claim":"GREENHILL & CO INC: Amended and Restated Bylaws adopted at the Effective Time, replacing the prior bylaws.","evidence_excerpt":"the bylaws of the Company, as in effect as of immediately prior to the Effective Time, were amended and restated in their entirety (the bylaws as so amended and restated, the “ Amended and Restated Bylaws ”).","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1282977/000114036123055598/0001140361-23-055598-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"}],"fact_type":"governance_change"},{"claim_id":"e4cfdfb0a2c45eabc0c0f99df5a5287042600ab4","claim":"GREENHILL & CO INC underwent a change of control involving Mizuho Americas LLC for $15.00 in cash (closed 2023-11-30).","evidence_excerpt":"corporation (the “ Company ”), Mizuho Americas LLC , a Delaware limited liability company (“ Purchaser ”), and Blanc Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Purchaser","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1282977/000114036123055598/0001140361-23-055598-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Mizuho Americas LLC"},{"label":"Consideration","value":"$15.00 in cash"},{"label":"Closing","value":"2023-11-30"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}