---
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"
generated_at: "2026-06-07T19:12:59.071009+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# Greenhill completes acquisition by Mizuho Americas for $15.00 per share in cash

## Summary
- 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.

## SEC filing metadata
- accession: 0001140361-23-055598
- form_type: 8-K
- cik: 0001282977
- company_name: GREENHILL & CO INC
- filed_at: 2023-12-01T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01
- 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

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001140361-23-055598
- JSON: https://secwatch.observer/filing/0001140361-23-055598.json
- Plain text: https://secwatch.observer/filing/0001140361-23-055598.txt

## Key facts
- Executive change
  Gerald A. Rizzieri was appointed as Sole Director at GREENHILL & CO INC.
  - Action: appointed
  - Role: Sole Director
  source text: Gerald A. Rizzieri was appointed as sole director of the Company.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1282977/000114036123055598/0001140361-23-055598-index.htm
- Governance Changes
  GREENHILL & CO INC: Third Amended and Restated Certificate of Incorporation adopted at the Effective Time, replacing the prior certificate of incorporation.
  - Change: charter amendment
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1282977/000114036123055598/0001140361-23-055598-index.htm
- Governance Changes
  GREENHILL & CO INC: Amended and Restated Bylaws adopted at the Effective Time, replacing the prior bylaws.
  - Change: bylaw amendment
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1282977/000114036123055598/0001140361-23-055598-index.htm
- M&A Transactions
  GREENHILL & CO INC underwent a change of control involving Mizuho Americas LLC for $15.00 in cash (closed 2023-11-30).
  - Action: change of control
  - Counterparty: Mizuho Americas LLC
  - Consideration: $15.00 in cash
  - Closing: 2023-11-30
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1282977/000114036123055598/0001140361-23-055598-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.