What changed in HOULIHAN LOKEY, INC.'s 2024 10-K compared to 2023?

Across the narrative sections we track, HOULIHAN LOKEY, INC. (HLI) added 146 paragraphs, removed 158, and edited 125 between the 2023 and 2024 10-K filings. The biggest movers are Item 7. Management's Discussion & Analysis (+68/−74), Item 1A. Risk Factors (+37/−45), Item 1. Business (+24/−24).

Did HOULIHAN LOKEY, INC. add new Risk Factors in the 2024 10-K?

Yes — Item 1A Risk Factors shows 37 new/edited paragraphs and 45 removed paragraphs versus the 2023 10-K.

What changed in HOULIHAN LOKEY, INC.'s MD&A (Item 7) in 2024?

Item 7 Management's Discussion & Analysis shows 68 new/edited paragraphs and 74 removed paragraphs year-over-year. Read the side-by-side diff to see exactly which revenue, margin, and outlook commentary was rewritten.

Did HOULIHAN LOKEY, INC.'s Legal Proceedings (Item 3) change in 2024?

Item 3 shows 1 added/edited paragraphs and 1 removed paragraphs — usually indicating new litigation disclosed or settled cases removed.

Where does this HLI 10-K diff come from?

The source filings are HOULIHAN LOKEY, INC.'s official 2023 and 2024 Form 10-K annual reports from SEC EDGAR. 10q10k.net parses each filing, aligns paragraphs by section (Item 1, 1A, 1C, 2, 3, 7, 7A), and highlights every added, removed and edited sentence side-by-side.

What changed in HOULIHAN LOKEY, INC.'s 10-K — 2023 vs 2024

Paragraph-level year-over-year comparison of HOULIHAN LOKEY, INC.'s 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+146 added−158 removedSource: 10-K (2024-05-21) vs 10-K (2023-05-25)

Top changes in HOULIHAN LOKEY, INC.'s 2024 10-K

146 paragraphs added · 158 removed · 125 edited across 7 sections

Item 7. Management's Discussion & Analysis+68 / −74 · 60 edited
Item 1A. Risk Factors+37 / −45 · 32 edited
Item 1. Business+24 / −24 · 21 edited
Item 5. Market for Registrant's Common Equity+8 / −6 · 3 edited
Item 7A. Quantitative and Qualitative Disclosures About Market Risk+7 / −7 · 7 edited

Item 1. Business

Business — how the company describes what it does

21 edited+3 added−3 removed85 unchanged

2023 filing

2024 filing

Biggest change(“Houlihan Lokey Capital”) and Houlihan Lokey Advisors, LLC ("Houlihan Lokey Advisors"), two of our wholly owned subsidiaries, through which we conduct our CF, FR and transaction opinion businesses in the United States, are registered as a broker-dealers with the SEC. Houlihan Lokey Capital and Houlihan Lokey Advisors are subject to regulation and oversight by the SEC.

Biggest changeIn the United States, the Securities and Exchange Commission (the "SEC") is the federal agency responsible for the administration of the federal securities laws. Houlihan Lokey Capital, Inc. (“Houlihan Lokey Capital”), one of our wholly owned subsidiaries, through which we conduct our CF, FR and transaction opinion businesses in the United States, is registered as a broker-dealer with the SEC.

Incorporated, Stifel Financial Corp., William Blair & Company, L.L.C., and the bulge-bracket investment banking firms; for our FR practice, Evercore Partners, Lazard Ltd, Moelis & Company, N M Rothschild & Sons Limited and PJT Partners; and for our FVA practice, the “big four” accounting firms, Lincoln International LLC, Kroll, LLC., Alvarez & Marsal and various global financial advisory and accounting firms.

Incorporated, Stifel Financial Corp., William Blair & Company, L.L.C., and the bulge-bracket investment banking firms; for our FR practice, Evercore Partners, Lazard Ltd, Moelis & Company, N M Rothschild & Sons Limited and PJT Partners; and for our FVA practice, the “big four” accounting firms, Alvarez & Marsal, Kroll, LLC, Lincoln International LLC., and various global financial advisory and accounting firms.

Organizational Structure Overview Houlihan Lokey, Inc. is a holding company that operates our business through its subsidiaries, the primary subsidiaries being Houlihan Lokey Capital, HLFA and HL EMEA LLP, each of which is described above under “Regulation.” The diagram below depicts our current organizational structure and the percentages are as of March 31, 2023: HL Voting Trust Agreement In connection with the successful completion of the initial public offering ("IPO") of our Class A common stock in August 2015, we entered into the Voting Trust Agreement (the “HL Voting Trust Agreement”) dated as of August 18, 2015 with the HL Holders and the trustees of the HL Voting Trust.

Organizational Structure Overview Houlihan Lokey, Inc. is a holding company that operates our business through its subsidiaries, the primary subsidiaries being Houlihan Lokey Capital, HLFA and HL EMEA LLP, each of which is described above under “Regulation.” The diagram below depicts our current organizational structure and the percentages are as of March 31, 2024: HL Voting Trust Agreement In connection with the successful completion of the initial public offering ("IPO") of our Class A common stock in August 2015, we entered into the Voting Trust Agreement (the “HL Voting Trust Agreement”), dated as of August 18, 2015, with the HL Holders and the trustees of the HL Voting Trust.

South America Brazil In Brazil, Houlihan Lokey provides unregulated financial advisory services through Houlihan Lokey Assessoria Financeira Limitada. 7 Table of Contents Other We are also subject to laws and regulations prohibiting corrupt or illegal payments to government officials and other persons, including the US Foreign Corrupt Practices Act and the UK Bribery Act.

South America Brazil In Brazil, Houlihan Lokey provides unregulated financial advisory services through Houlihan Lokey Assessoria Financeira Ltda. 7 Table of Contents Other We are also subject to laws and regulations prohibiting corrupt or illegal payments to government officials and other persons, including the US Foreign Corrupt Practices Act and the UK Bribery Act.

Information from Refinitiv relating to industry rankings are sourced through direct deal submissions from financial institutions coupled with research performed by Refinitiv analysts. Industry publications, surveys and studies generally state that they have been obtained from sources believed to be reliable. We have not independently verified such third party information.

Information from LSEG relating to industry rankings are sourced through direct deal submissions from financial institutions coupled with research performed by LSEG analysts. Industry publications, surveys and studies generally state that they have been obtained from sources believed to be reliable. We have not independently verified such third party information.

In addition, the Financial Industry Regulatory Authority, Inc. ("FINRA"), a self-regulatory organization that is subject to oversight by the SEC, adopts and enforces rules governing the conduct, and examines the activities, of its broker-dealer member firms, including Houlihan Lokey Capital and Houlihan Lokey Advisors.

Houlihan Lokey Capital is subject to regulation and oversight by the SEC. In addition, the Financial Industry Regulatory Authority, Inc. ("FINRA"), a self-regulatory organization that is subject to oversight by the SEC, adopts and enforces rules governing the conduct, and examines the activities, of its broker-dealer member firms, including Houlihan Lokey Capital.

This marketing effort is combined with an extensive network of referral relationships with law firms, consulting firms, accounting firms and other professional services firms that have been developed by our financial professionals who maintain those relationships as potential referral sources and direct clients across all of our business practices. 2 Table of Contents Corporate Finance As of March 31, 2023, we had 217 CF Managing Directors utilizing a collaborative, interdisciplinary approach to provide our clients with extensive industry and product expertise and global reach in a wide variety of M&A and capital markets transactions.

This marketing effort is combined with an extensive network of referral relationships with law firms, consulting firms, accounting firms and other professional services firms that have been developed by our financial professionals who maintain those relationships as potential referral sources and direct clients across all of our business practices. 2 Table of Contents Corporate Finance As of March 31, 2024, we had 223 CF Managing Directors utilizing a collaborative, interdisciplinary approach to provide our clients with extensive industry and product expertise and global reach in a wide variety of M&A and capital markets transactions.

Financial and Valuation Advisory As of March 31, 2023, we had 39 Managing Directors in our FVA group, which we believe represents one of the largest and most respected valuation and financial opinion practices in the United States.

Financial and Valuation Advisory As of March 31, 2024, we had 39 Managing Directors in our FVA group, which we believe represents one of the largest and most respected valuation and financial opinion practices in the United States.

As of March 31, 2023, we had approximately 1,000 present and former employee shareholders that collectively owned approximately 27% of our equity with no single employee owning more than 2% of our equity. We believe that a strong emphasis on cultural fit during our recruiting process combined with broad employee ownership results in high retention rates.

As of March 31, 2024, we had approximately 1,000 present and former employee shareholders that collectively owned approximately 25% of our equity with no single employee owning more than 2% of our equity. We believe that a strong emphasis on cultural fit during our recruiting process combined with broad employee ownership results in high retention rates.

We do not lend or engage in any securities sales and trading operations or research that might conflict with our clients’ interests. As of March 31, 2023, we had a team of 1,904 financial professionals across 37 offices globally, serving more than 2,000 clients annually over the past several years, ranging from closely held companies to Fortune Global 500 corporations.

We do not lend or engage in any securities sales and trading operations or research that might conflict with our clients’ interests. As of March 31, 2024, we had a team of 1,853 financial professionals across 36 offices globally, serving more than 2,000 clients annually over the past several years, ranging from closely held companies to Fortune Global 500 corporations.

As of March 31, 2023, the HL Voting Trust controlled approximately 79.1% of the total voting power of the Company. 8 Table of Contents Controlled Company The HL Voting Trust controls a majority of the voting power of our outstanding common stock. As a result, we are a “controlled company” under the rules of the New York Stock Exchange.

As of March 31, 2024, the HL Voting Trust controlled approximately 77.1% of the total voting power of the Company. 8 Table of Contents Controlled Company The HL Voting Trust controls a majority of the voting power of our outstanding common stock. As a result, we are a “controlled company” under the rules of the New York Stock Exchange.

Market and Industry Data The industry, market and competitive position data referenced throughout this Form 10-K are based on research, industry and general publications, including surveys and studies conducted by third parties. Industry rankings are based on data provided by Refinitiv unless otherwise noted.

This philosophy of investing in our people has been and will continue to be core to our culture and organization. As of March 31, 2023, 2022, and 2021, we employed 2,610, 2,257, and 1,574 people, respectively, worldwide. Competition Our competitors are other investment banking and financial advisory firms.

This philosophy of investing in our people has been and will continue to be core to our culture and organization. As of March 31, 2024, 2023, and 2022, we employed 2,601, 2,610, and 2,257 people, respectively, worldwide. Competition Our competitors are other investment banking and financial advisory firms.

In addition to those entities referenced above, we also provide unregulated corporate finance advisory services through other subsidiaries in Germany, Italy, France, the Netherlands, Sweden, Belgium, Switzerland, and Spain. Each of HL EMEA, LLP, HL UK, HLCF Ltd, and HLA Ltd are authorized and regulated by the United Kingdom’s Financial Conduct Authority.

In addition to those entities referenced above, we also provide unregulated corporate finance advisory services through other subsidiaries in Germany, Italy, France, the Netherlands, Sweden, Belgium, Switzerland, and Spain. Each of Houlihan Lokey, EMEA, LLP (“HL EMEA LLP”), HL UK and HLA Ltd are authorized and regulated by the United Kingdom’s Financial Conduct Authority (“FCA”).

Europe Our European advisory business is conducted primarily through our subsidiaries and or one of their branches, namely, as regards the provision of regulated investment services: • in the United Kingdom, Houlihan Lokey EMEA, LLP ("HL EMEA, LLP"), Houlihan Lokey UK Limited ("HL UK"), Houlihan Lokey (Corporate Finance) Limited (“HLCF Ltd”), and Houlihan Lokey Advisory Limited ("HLA Ltd"), a limited liability partnership and private limited companies, respectively, each of which is organized under the laws of England and Wales; and • in Germany, Houlihan Lokey (Europe) GmbH (“HLE GmbH”) a private limited company organized under the laws of such jurisdiction with branches in England, France, and Spain in addition to its main office in Germany.

Europe Our European advisory business is conducted primarily through our subsidiaries and or one of their branches, namely, as regards the provision of regulated investment services: • in the United Kingdom, Houlihan Lokey UK Limited ("HL UK"), and Houlihan Lokey Advisory Limited ("HLA Ltd") private limited companies, each of which is organized under the laws of England and Wales; and • in Germany, Houlihan Lokey (Europe) GmbH (“HLE GmbH”) a private limited company organized under the laws of such jurisdiction with branches in England, France, and Spain in addition to its main office in Germany.

Financial Restructuring As of March 31, 2023, we had 57 FR Managing Directors working around the globe, which we believe constitutes one of the largest restructuring groups in the investment banking industry.

Financial Restructuring As of March 31, 2024, we had 54 FR Managing Directors working around the globe, which we believe constitutes one of the largest restructuring groups in the investment banking industry.

HL UK, HL CF Ltd, and HLA Ltd were formerly named "GCA Altium Limited", “Quayle Munro Limited” and "Oakley Advisory Limited", respectively, and, following their acquisitions, we have continued to operate their businesses through such entities.

HL EMEA LLP also proposes to surrender its regulatory permissions subject to regulatory approval. HLA Ltd, HL CF Ltd, and HL UK were formerly named "GCA Altium Limited", “Quayle Munro Limited” and "Oakley Advisory Limited", respectively, and, following their acquisitions, we have continued to operate their businesses through such entities.

We advise our clients on critical strategic and financial decisions, employing a rigorous analytical approach coupled with deep product and industry expertise.

We provide our financial professionals with an integrated platform that enables them to deliver meaningful and differentiated advice to our clients. We advise our clients on critical strategic and financial decisions, employing a rigorous analytical approach coupled with deep product and industry expertise.

Item 1. Business Established in 1972, Houlihan Lokey, Inc. is a leading global independent investment bank with expertise in mergers and acquisitions (M&A), capital markets, financial restructurings, and financial and valuation advisory. Through our offices in the Americas, Europe, Asia, Australia, and the Middle East, we serve a diverse set of clients worldwide, including corporations, financial sponsors and government agencies.

In this Form 10-K, we use the term “mid-cap” when referring to transactions with a value below $1 billion and “large-cap” when referring to transactions with a value equal to or in excess of $1 billion. Other Information Our principal executive offices are located at 10250 Constellation Blvd., 5th Floor, Los Angeles, California 90067. Our telephone number is (310) 788-5200.

State securities regulators also have regulatory or oversight authority over Houlihan Lokey Capital and Houlihan Lokey Advisors in those states in which they do business.

State securities regulators also have regulatory or oversight authority over Houlihan Lokey Capital in those states in which they do business. Houlihan Lokey previously conducted certain of its CF, FR, and transaction opinion businesses in the United States through an additional wholly owned subsidiary, Houlihan Lokey Advisors, LLC (“Houlihan Lokey Advisors”).

Removed

Through our offices in the United States, South America, Europe, Asia, Australia, and the Middle East, we serve a diverse set of clients worldwide, including corporations, financial sponsors and government agencies. We provide our financial professionals with an integrated platform that enables them to deliver meaningful and differentiated advice to our clients.

Added

The broker-dealer related businesses of Houlihan Lokey Advisors were transferred to Houlihan Lokey Capital as of March 26, 2024, following the submission of an application to FINRA for approval of this internal reorganization pursuant to FINRA rules.

Removed

In the United States, the Securities and Exchange Commission (the "SEC") is the federal agency responsible for the administration of the federal securities laws. Houlihan Lokey Capital, Inc.

Added

FINRA’s review of the application remains open, and the formal termination of Houlihan Lokey Advisors’ broker-dealer registration is expected to take effect by end of second quarter 2024.

Removed

Vietnam In Vietnam, Houlihan Lokey provides unregulated corporate finance advisory services through Houlihan Lokey Vietnam LLC.

Added

The regulated businesses of HL EMEA, LLP and Houlihan Lokey (Corporate Finance) Limited ("HLCF Ltd”), an entity previously authorized and regulated by the FCA, were transferred to HL UK on April 1, 2024, following which HLCF Ltd was granted permission by the FCA to surrender its regulatory permissions as of April 25, 2024.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

32 edited+5 added−13 removed157 unchanged

2023 filing

2024 filing

Biggest changeThe full extent of the effects of these actions and of legislative and regulatory initiatives (including the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”)) implemented in connection with, and as a result of, such extraordinary disruption and volatility is uncertain, both as to the financial markets and participants in general, and as to us in particular. 17 Table of Contents Our ability to conduct business and our operating results, including compliance costs, may be adversely affected as a result of any new requirements imposed by the SEC, FINRA or other United States or foreign governmental regulatory authorities or self-regulatory organizations that regulate financial services firms or supervise financial markets.

Biggest changeOur ability to conduct business and our operating results, including compliance costs, may be adversely affected as a result of any new requirements imposed by the SEC, FINRA or other United States or foreign governmental regulatory authorities or self-regulatory organizations that regulate financial services firms or supervise financial markets.

Although we determined that it is not more likely than not that the fair values of our goodwill and intangible assets were less than their carrying values during fiscal 2023 and fiscal 2022, annual impairment reviews of indefinite-lived intangible assets or any future impairment of goodwill or other intangible assets would result in a non-cash charge against earnings, which would adversely affect our results of operations.

Although we determined that it is not more likely than not that the fair values of our goodwill and intangible assets were less than their carrying values during fiscal 2024 and fiscal 2023, annual impairment reviews of indefinite-lived intangible assets or any future impairment of goodwill or other intangible assets would result in a non-cash charge against earnings, which would adversely affect our results of operations.

We intend to grow our non-United States business, including growth into new regions with which we have less familiarity and experience, and this growth is important to our overall success. For example, the acquisition of GCA Corporation has greatly expanded our international presence in Asia and Europe. In addition, many of our larger clients are non-United States entities.

We intend to grow our non-United States business, including growth into new regions with which we have less familiarity and experience, and this growth is important to our overall success. For example, the acquisition of GCA Corporation in 2021 greatly expanded our international presence in Asia and Europe. In addition, many of our larger clients are non-United States entities.

The cost of compliance with international broker-dealer, employment, labor, benefits, and tax regulations may adversely affect our business and hamper our ability to expand internationally.

The cost of compliance with broker-dealer, employment, labor, benefits, and tax regulations may adversely affect our business and hamper our ability to expand internationally.

We accrued net bad debt expense of $6.4 million and $3.7 million in fiscal 2023 and 2022, respectively, related to uncollectible or doubtful accounts receivable and unbilled work in progress. We may not be able to generate sufficient cash in the future to service any future indebtedness.

We accrued net bad debt expense of $7.3 million and $6.4 million in fiscal 2024 and 2023, respectively, related to uncollectible or doubtful accounts receivable and unbilled work in progress. We may not be able to generate sufficient cash in the future to service any future indebtedness.

Our international operations carry special financial and business risks, which could include the following: • greater difficulties in managing and staffing foreign operations; • fluctuations in foreign currency exchange rates that could adversely affect our results; • unexpected and costly changes in trading policies, regulatory requirements, tariffs and other barriers; • cultural and language barriers and the need to adopt different business practices in different geographic areas; • longer transaction cycles; • higher operating costs; • local labor conditions and regulations; • adverse consequences or restrictions on the repatriation of earnings; • potentially adverse tax consequences, such as trapped foreign losses; • potentially less stable political and economic environments; • terrorism, political hostilities, war and other civil disturbances or other catastrophic events, such as the Russian invasion of Ukraine and the resulting war, that reduce business activity; and • difficulty collecting fees.

Our international operations carry special financial and business risks, which could include the following: • greater difficulties in managing and staffing foreign operations; • fluctuations in foreign currency exchange rates that could adversely affect our results; • unexpected and costly changes in trading policies, regulatory requirements, tariffs and other barriers; • cultural and language barriers and the need to adopt different business practices in different geographic areas; • longer transaction cycles; • higher operating costs; • local labor conditions and regulations; • adverse consequences or restrictions on the repatriation of earnings; • potentially adverse tax consequences, such as trapped foreign losses; • potentially less stable political and economic environments; • terrorism, political hostilities, war and other civil disturbances or other catastrophic events, such as the conflicts in Ukraine and Israel, that reduce business activity; and • difficulty collecting fees.

Accordingly, our stockholders do not have the same protections afforded to stockholders of companies that are subject to all of the corporate governance requirements of the New York Stock Exchange. Our anti-takeover provisions could prevent or delay a change in control of our Company, even if such change in control would be beneficial to our stockholders.

Accordingly, our stockholders do not have the same protections afforded to stockholders of companies that are subject to all of the corporate governance requirements of the New York Stock Exchange. 19 Table of Contents Our anti-takeover provisions could prevent or delay a change in control of our Company, even if such change in control would be beneficial to our stockholders.

For example, we intend to continue to expand our platform into new industry and product sectors, both organically and through acquisitions, and to expand our existing expertise into new geographies. The anticipated benefits from these efforts are based on several assumptions that may prove to be inaccurate.

For example, we intend to continue to expand our platform into new industry and product sectors, both organically and through additional hires or acquisitions, and to expand our existing expertise into new geographies. The anticipated benefits from these efforts are based on several assumptions that may prove to be inaccurate.

Because these factors are ever changing, due to market and general business conditions, our goodwill and indefinite-lived intangible assets may be impaired in future periods. Our international operations are subject to certain risks, which may affect our revenue. In fiscal 2023, we earned approximately 29% of our revenue from our international operations.

Because these factors are ever changing, due to market and general business conditions, our goodwill and indefinite-lived intangible assets may be impaired in future periods. Our international operations are subject to certain risks, which may affect our revenue. In fiscal 2024, we earned approximately 30% of our revenue from our international operations.

Goodwill and other intangible assets represent a significant portion of our assets, and totaled $1.29 billion as of March 31, 2023. Goodwill is the excess of cost over the fair market value of net assets acquired in business combinations. We review goodwill and intangible assets at least annually for impairment.

Goodwill and other intangible assets represent a significant portion of our assets, and totaled $1.32 billion as of March 31, 2024. Goodwill is the excess of cost over the fair market value of net assets acquired in business combinations. We review goodwill and intangible assets at least annually for impairment.

If, for any reason, the benefits we realize are less than our estimates or the implementation of these growth initiatives, strategies and operating plans adversely affect our operations or cost more or take longer to effectuate than we expect, or if our assumptions prove inaccurate, we will not be able to implement our growth strategy, which ultimately could materially adversely affect our business, financial condition and results of operations. 14 Table of Contents We may enter into new lines of business, which may result in additional risks and uncertainties in our business.

If, for any reason, the benefits we realize are less than our estimates or the implementation of these growth initiatives, strategies and operating plans adversely affect our operations or cost more or take longer to effectuate than we expect, or if our assumptions prove inaccurate, we will not be able to implement our growth strategy, which ultimately could materially adversely affect our business, financial condition and results of operations. 14 Table of Contents We are subject to risks relating to our operations, including our information and technology, which could harm our business.

As of March 31, 2023, we had $60.1 million of other liabilities and loans payable to former shareholders, but may incur additional debt in the future. Our ability to make scheduled payments on or to refinance our debt obligations will depend on our business, financial condition and results of operations.

As of March 31, 2024, we had $37.8 million of other liabilities, but may incur additional debt in the future. Our ability to make scheduled payments on or to refinance our debt obligations will depend on our business, financial condition and results of operations.

Fluctuations in foreign currency exchange rates led to a net loss in cash of $(12.1) million for fiscal 2023, compared to a net loss in cash of $(16.8) million for fiscal 2022.

Fluctuations in foreign currency exchange rates led to a net loss in cash of $(0.4) million for fiscal 2024, compared to a net loss in cash of $(12.1) million for fiscal 2023.

In addition to recruiting and organic expansion, we have grown, and intend to continue to grow, our core businesses through acquisitions, joint ventures and strategic investments. We regularly evaluate opportunities to acquire other businesses.

The future market and economic climate may deteriorate because of many factors beyond our control, including rising interest rates or inflation, terrorism or political uncertainty. For example, the U.S. Federal Reserve has raised the federal funds interest rate and has signaled concerns with respect to inflation. In response, market interest rates have risen in recent periods.

The future market and economic climate may deteriorate because of many factors beyond our control, including rising interest rates or inflation, terrorism or political uncertainty. In addition, the U.S. Federal Reserve changes the federal funds interest rate from time to time, and market interest rates have risen in recent periods.

Risks Related to our Industry We face strong competition from other financial advisory firms, many of which have the ability to offer clients a wider range of products and services than those we offer, which could cause us to lose engagements to competitors and subject us to pricing pressures that could materially adversely affect our revenue and profitability.

If a new business generates insufficient revenue or if we are unable to efficiently manage our expanded operations, our business, financial condition and results of operations could be materially adversely affected. 16 Table of Contents Risks Related to our Industry We face strong competition from other financial advisory firms, many of which have the ability to offer clients a wider range of products and services than those we offer, which could cause us to lose engagements to competitors and subject us to pricing pressures that could materially adversely affect our revenue and profitability.

Additionally, the holders of our Class B common stock may cause us to make strategic decisions or pursue acquisitions that could involve risks to holders of our Class A common stock or may not be in the best interests of holders of our Class A common stock. 18 Table of Contents The holders of our Class B common stock will also be entitled to a separate vote in the event we seek to amend our amended and restated certificate of incorporation to increase or decrease the par value of a class of our common stock or in a manner that alters or changes the powers, preferences or special rights of the Class B common stock in a manner that affects its holders adversely.

The holders of our Class B common stock will also be entitled to a separate vote in the event we seek to amend our amended and restated certificate of incorporation to increase or decrease the par value of a class of our common stock or in a manner that alters or changes the powers, preferences or special rights of the Class B common stock in a manner that affects its holders adversely.

Even if such measures are effective, there could be a difference between the timing of when these beneficial actions impact our results of operations and when the cost of inflation is incurred.

Even if such measures are effective, there could be a difference between the timing of when these beneficial actions impact our results of operations and when the cost of inflation is incurred. We may enter into new lines of business, which may result in additional risks and uncertainties in our business.

In addition, recently, concerns have arisen with respect to the financial condition of a number of banking organizations in the United States, in particular those with exposure to certain types of depositors and large portfolios of investment securities. We maintain our cash at financial institutions, often in balances that exceed the current FDIC insurance limits.

As of March 31, 2023, the HL Holders through the HL Voting Trust beneficially owned 18,866,058 shares of common stock representing approximately 27.3% of the economic interest, and controlled 79.1% of the voting power of our outstanding capital stock.

As of March 31, 2024, the HL Holders through the HL Voting Trust beneficially owned 17,590,406 shares of common stock representing approximately 25.1% of the economic interest, and controlled 77.1% of the voting power of our outstanding capital stock.

Risks Related to Our Organizational Structure The dual class structure of our common stock and the ownership of our Class B common stock by the HL Holders through the HL Voting Trust have the effect of concentrating voting control with the HL Voting Trust for the foreseeable future, which limits the ability of our Class A common stockholders to influence corporate matters.

In addition, our business is subject to periodic examination by various regulatory authorities, and we cannot predict the outcome of any such examinations. 18 Table of Contents Risks Related to Our Organizational Structure The dual class structure of our common stock and the ownership of our Class B common stock by the HL Holders through the HL Voting Trust have the effect of concentrating voting control with the HL Voting Trust for the foreseeable future, which limits the ability of our Class A common stockholders to influence corporate matters.

The reduction in or elimination of our dividend payments could have a negative effect on our stock price. 20 Table of Contents The trading price of our Class A common stock may be volatile or may decline regardless of our operating performance, which could cause the value of our Class A common stock to decline.

The trading price of our Class A common stock may be volatile or may decline regardless of our operating performance, which could cause the value of our Class A common stock to decline.

Our dividend payments may change from time to time, and we may not continue to declare dividends in any particular amounts or at all.

Our dividend payments may change from time to time, and we may not continue to declare dividends in any particular amounts or at all. The reduction in or elimination of our dividend payments could have a negative effect on our stock price.

In addition, the General Corporation Law of the State of Delaware (the “DGCL”), to which we are subject, prohibits us, except under specified circumstances, from engaging in any mergers, significant sales of stock or assets or business combinations with any stockholder or group of stockholders who owns at least 15% of our common stock. 19 Table of Contents The provision of our amended and restated certificate of incorporation requiring exclusive venue in the Court of Chancery in the State of Delaware for certain types of lawsuits may have the effect of discouraging lawsuits against our directors, officers and stockholders.

We may issue shares of preferred stock in the future, which could make it difficult for another company to acquire us or could otherwise adversely affect holders of our Class A common stock, which could depress the price of our Class A common stock.

If we were involved in securities litigation, we could incur substantial costs and our resources and the attention of management could be diverted from our business. 21 Table of Contents We may issue shares of preferred stock in the future, which could make it difficult for another company to acquire us or could otherwise adversely affect holders of our Class A common stock, which could depress the price of our Class A common stock.

If we are unable to compete successfully with our existing competitors or with any new competitors, we will not be able to implement our growth strategy, which ultimately could materially adversely affect our business, financial condition and results of operations. 16 Table of Contents Our primary competitors include bulge-bracket institutions, many of which have far greater financial and other resources and greater name recognition than we do and have a greater range of products and services, more extensive marketing resources, larger customer bases, more managing directors to serve their clients' needs, as well as greater global reach and more established relationships with their customers than we have.

Our primary competitors include bulge-bracket institutions, many of which have far greater financial and other resources and greater name recognition than we do and have a greater range of products and services, more extensive marketing resources, larger customer bases, more managing directors to serve their clients' needs, as well as greater global reach and more established relationships with their customers than we have.

The SEC has conducted similar investigations of other financial institutions as part of a widely publicized industry sweep that has included publicly announced settlements with 14 firms to date.

The SEC has conducted similar investigations of other financial institutions as part of a widely publicized industry sweep that has included publicly announced settlements with multiple firms to date. The Company cooperated fully with the SEC and has settled with the SEC's Division of Enforcement to resolve the investigation that included a $15 million civil penalty.

The potential issuance of preferred stock may delay or prevent a change in control of us, discourage bids for our Class A common stock at a premium to the market price, and materially and adversely affect the market price and the voting and other rights of the holders of our Class A common stock. 21 Table of Contents General Risks Consequences of the current conflict between Russia and Ukraine could have a material adverse effect on our business, financial condition, liquidity and results of operations.

Extensive and evolving regulation of our business and the businesses of our clients exposes us to the potential for significant penalties and fines due to compliance failures, increases our costs and may result in limitations on the manner in which our business is conducted.

Substantial legal liability or significant regulatory action against us could have material adverse financial effects or cause significant reputational harm to us, which could seriously harm our business prospects, financial condition and results of operations. 17 Table of Contents Extensive and evolving regulation of our business and the businesses of our clients exposes us to the potential for significant penalties and fines due to compliance failures, increases our costs and may result in limitations on the manner in which our business is conducted.

As of March 31, 2023, 18,866,058 shares of our Class A common stock issuable upon conversion of outstanding Class B common stock (including restricted stock units) are eligible for sale, subject to certain restrictions under the Securities Act of 1933, as amended (the “Securities Act”).

As of March 31, 2024, 17,590,406 shares of our Class A common stock issuable upon conversion of outstanding Class B common stock (including restricted stock units) are eligible for sale, subject to certain restrictions under the Securities Act of 1933, as amended (the “Securities Act”). 20 Table of Contents While we currently pay a quarterly cash dividend to our stockholders, we may change our dividend policy at any time and we may not continue to declare cash dividends.

While we currently pay a quarterly cash dividend to our stockholders, we may change our dividend policy at any time and we may not continue to declare cash dividends. Although we currently pay a quarterly cash dividend to our stockholders, we have no obligation to do so, and our dividend policy may change at any time.

Although we currently pay a quarterly cash dividend to our stockholders, we have no obligation to do so, and our dividend policy may change at any time. Returns on stockholders' investments will primarily depend on the appreciation, if any, in the price of our Class A common stock.

If a new business generates insufficient revenue or if we are unable to efficiently manage our expanded operations, our business, financial condition and results of operations could be materially adversely affected. We are subject to risks relating to our operations, including our information and technology, which could harm our business.

Each revenue-generating engagement typically is separately solicited, awarded and negotiated. If we are unable to compete successfully with our existing competitors or with any new competitors, we will not be able to implement our growth strategy, which ultimately could materially adversely affect our business, financial condition and results of operations.

Removed

On March 10, 2023, Silicon Valley Bank (“SVB”) was closed by the California Department of Financial Protection and Innovation, and the Federal Deposit Insurance Corporation (the “FDIC”) was appointed receiver of SVB. On March 12, 2023, the FDIC was appointed receiver of Signature Bank.

Added

Financial markets and economic conditions can be negatively impacted by many factors beyond our control, such as the inability to access credit markets, rising interest rates or inflation, terrorism, political uncertainty, supply chain disruptions, uncertainty in the U.S. federal fiscal or monetary policy and the fiscal and monetary policy of foreign governments, an evolving regulatory environment (and the timing and nature of regulatory reform), climate change, extreme weather events or natural disasters, the emergence or continuation of widespread health emergencies or pandemics, cyberattacks or campaigns, military conflicts or other geopolitical events.

Removed

While we do not have any exposure to SVB or Signature Bank, we do maintain our cash at financial institutions, often in balances that exceed the current FDIC insurance limits.

Added

The full extent of the effects of these actions and of legislative and regulatory initiatives (including the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”)) implemented in connection with, and as a result of, such extraordinary disruption and volatility is uncertain, both as to the financial markets and participants in general, and as to us in particular.

Removed

For example, in October 2021 we acquired GCA Corporation for approximately $589.6 million, which significantly expanded our presence in Asia and Europe and there can be no assurance that we will be able realize the full benefits of the acquisition, including the synergies, operating efficiencies, or sales or growth opportunities that are expected.

Added

Removed

Each revenue-generating engagement typically is separately solicited, awarded and negotiated.

Added

The provision of our amended and restated certificate of incorporation requiring exclusive venue in the Court of Chancery in the State of Delaware for certain types of lawsuits may have the effect of discouraging lawsuits against our directors, officers and stockholders.

Removed

Added

Unresolved Staff Comments None. 23 Table of Contents

Removed

The Company is cooperating fully with the SEC and has notified the SEC's Division of Enforcement of its present intention to agree to a settlement to resolve the investigation that includes a $15 million civil penalty.

Removed

In addition, our business is subject to periodic examination by various regulatory authorities, and we cannot predict the outcome of any such examinations.

Removed

Returns on stockholders' investments will primarily depend on the appreciation, if any, in the price of our Class A common stock.

Removed

If we were involved in securities litigation, we could incur substantial costs and our resources and the attention of management could be diverted from our business.

Removed

Credit and financial markets have experienced volatility and disruptions due to the current conflict between Russia and Ukraine and the sanctions that the United States and other countries have imposed on Russia and various related parties in response to Russia’s actions in Ukraine.

Removed

The conflict and the sanctions that have been or may be imposed may have further global economic and other consequences, including diminished liquidity and credit availability, reduced consumer confidence, disruptions to energy and food supplies, decreased economic growth, higher unemployment rates, increased inflation and political and social upheaval.

Removed

Expansion of the military conflict beyond Ukraine or other retaliatory action, such as cyberattacks, by Russia and its allies in response to sanctions and other measures that the United States and its allies have taken or may take in support of Ukraine, could broaden and intensify the negative impact of the conflict on financial markets, economic conditions and geopolitical stability.

Removed

The impact of the conflict is currently unknown and could intensify other risks described herein, including cybersecurity-related risks, and otherwise have a material adverse effect on our business, financial condition and results of operations. 22 Table of Contents Item 1B. Unresolved Staff Comments None.

Item 2. Properties

Properties — owned and leased real estate

1 edited+0 added−0 removed2 unchanged

2023 filing

2024 filing

Biggest changeWe lease the space in the United States for our offices in Atlanta, Boston, Chicago, Dallas, Houston, McLean (Virginia), Miami, Minneapolis, New York City, and San Francisco; and internationally in Amsterdam, Antwerp, Beijing, Dubai, Frankfurt, Fukuoka, Gurugram, Ho Chi Minh City, Hong Kong, London, Madrid, Manchester, Milan, Mumbai, Munich, Nagoya, Osaka, Paris, São Paulo, Shanghai, Singapore, Stockholm, Sydney, Tel Aviv, Tokyo and Zurich.

Biggest changeWe lease the space in the United States for our offices in Atlanta, Baltimore, Boston, Charlotte, Chicago, Dallas, Houston, McLean (Virginia), Miami, Minneapolis, New York City, and San Francisco; and internationally in Amsterdam, Antwerp, Beijing, Dubai, Frankfurt, Fukuoka, Gurugram, Hong Kong SAR, London, Madrid, Manchester, Milan, Mumbai, Munich, Paris, São Paulo, Shanghai, Singapore, Stockholm, Sydney, Tel Aviv, Tokyo and Zurich.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

1 edited+0 added−0 removed4 unchanged

2023 filing

2024 filing

Biggest changeWhere appropriate, provisions for losses are established in accordance with Accounting Standards Codification ("ASC") 450, “Contingencies” when warranted. Once established, such provisions are adjusted when there is more information available or when an event occurs requiring a change. Item 4. Mine Safety Disclosures Not applicable. 23 Table of Contents PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

3 edited+5 added−3 removed8 unchanged

2023 filing

2024 filing

Biggest changeThe foregoing issuance of unregistered equity securities did not involve any underwriters, underwriting discounts or commissions, or any public offering, and, to the extent any such issuances constituted a sale of unregistered equity securities, we believe that such transaction was originally exempt from the registration requirements of the Securities Act in reliance on Rule 701 promulgated under the Securities Act as a transaction pursuant to a compensatory benefit plan approved by our board of directors, or Section 4(a)(2) of the Securities Act and/or Rule 506(b) of Regulation D promulgated thereunder, as transactions by an issuer not involving a public offering, based in part on representations from the recipients regarding their investment intention, sophistication, net worth and access to information concerning us. 24 Table of Contents Stock Performance The stock performance graph below compares the cumulative total stockholder return on our Class A common stock from March 29, 2018 through March 31, 2023, with that of the S&P 500 Index and the S&P 500 Financials Index.

Biggest changeThe foregoing issuance of unregistered equity securities did not involve any underwriters, underwriting discounts or commissions, or any public offering, and, to the extent any such issuances constituted a sale of unregistered equity securities, we believe that such transaction was originally exempt from the registration requirements of the Securities Act in reliance on Rule 701 promulgated under the Securities Act as a transaction pursuant to a compensatory benefit plan approved by our board of directors, or Section 4(a)(2) of the Securities Act and/or Rule 506(b) of Regulation D promulgated thereunder, as transactions by an issuer not involving a public offering, based in part on representations from the recipients regarding their investment intention, sophistication, net worth and access to information concerning us. 26 Table of Contents Stock Performance The stock performance graph below compares the cumulative total stockholder return on our Class A common stock from March 29, 2019 through March 28, 2024, with that of the S&P 500 Index and the S&P 500 Financials Index.

Unregistered Sales of Equity Securities and Use of Proceeds On January 12, 2023, the Company issued 11,258 shares of Class B common stock to certain former employees of a business acquired in 2019.

Unregistered Sales of Equity Securities and Use of Proceeds On January 12, 2024, the Company issued 11,258 shares of Class B common stock to certain former employees of a business acquired in 2019.

As of May 23, 2023, there were approximately twenty-five holders of record of our Class A common stock and one holder of record of our Class B common stock. This does not include the number of shareholders that hold shares in "street-name" through banks or broker-dealers or through the HL Voting Trust.

As of May 16, 2024, there were approximately thirty holders of record of our Class A common stock and one holder of record of our Class B common stock. This does not include the number of shareholders that hold shares in "street-name" through banks or broker-dealers or through the HL Voting Trust.

Removed

On February 8, 2023, the Company issued 76,817 restricted shares of the Company's Class B common stock in connection with the acquisition of Oakley Advisory Limited.

Added

Purchases of Equity Securities The following table summarizes all of the repurchases of Houlihan Lokey, Inc. equity securities during the quarter ended March 31, 2024: Period Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased and Retired As Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs (1) January 1, 2024 - January 31, 2024 4,948 $ 119.78 — $ 457,712,992 February 1, 2024 - February 29, 2024 — — — 457,712,992 March 1, 2024 - March 31, 2024 39 124.53 — 457,712,992 Total 4,987 $ 119.82 — $ 457,712,992 (1) The shares of Class A common stock repurchased through this program have been retired.

Removed

The Company relied upon the exemption from registration provided by Section 4(a)(2) under the Securities Act of 1933, as amended, for transactions not involving a public offering and received no proceeds in connection with this issuance.

Added

In July 2021, the Company’s board of directors authorized an increase to the existing January 2021 share repurchase program, providing for share repurchases of a new aggregate amount of up to $250 million of the Company's Class A common stock and Class B common stock.

Removed

Purchases of Equity Securities The Company did not complete any share repurchases during the quarter ended March 31, 2023. As of March 31, 2023, the approximate dollar value of shares that may yet be purchased under the existing repurchase program is $482,657,397. 25 Table of Contents

Added

In April 2022 (after the periods for which disclosure is provided above), the Company’s board of directors authorized a replacement program to the existing July 2021 share repurchase program, which provides for share repurchases of a new aggregate amount of up to $500 million of the Company's Class A common stock and Class B common stock.

Added

(2) Total Number of Shares Purchased consists of 4,948 unvested shares of Class B common stock at an average price per share of $119.78, which were withheld from employees to satisfy tax withholding obligations resulting from the vesting of certain restricted stock awards.

Added

(3) Total Number of Shares Purchased consists of 39 unvested shares of Class B common stock at an average price per share of $124.53, which were withheld from employees to satisfy tax withholding obligations resulting from the vesting of certain restricted stock awards. 27 Table of Contents Item 6. [Reserved] 28 Table of Contents

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

60 edited+8 added−14 removed35 unchanged

2023 filing

2024 filing

Biggest changeAcquisitions over the last several years include: Fidentiis Capital in November 2019, an independent advisory business providing corporate finance advisory services relating to mergers and acquisitions, capital raising, and financing; Freeman & Co. in December 2019, an independent advisory business providing mergers and acquisitions advisory, capital raising, and other investment banking advisory services for the financial services sector; MVP Capital, LLC, in August 2020, an independent advisory firm that provides a range of financial advisory services to clients in the technology, media, and telecommunications sectors; and in October 2021, GCA Corporation ("GCA"), a global technology-focused investment bank providing M&A advisory and capital markets advisory services in Europe, Japan/Asia, and the United States.

Biggest changeAcquisitions over the last several years include MVP Capital, LLC, in August 2020, an independent advisory firm that provides a range of financial advisory services to clients in the technology, media, and telecommunications sectors.

We advise public and private institutions on a wide variety of situations, including buy-side and sell-side transactions, as well as leveraged loans, private mezzanine debt, high-yield debt, initial public offerings, follow-ons, convertibles, equity private placements, private equity, and liability management transactions, and advise financial sponsors on all types of transactions. The majority of our CF revenues consists of Completion Fees.

A CF transaction can fail to be completed for many reasons that are outside of our control. In these instances, our fees are generally limited to Retainer Fees and in some cases Progress Fees that may have been received.

FR provides advice to debtors, creditors and other parties-in-interest in connection with recapitalization/deleveraging transactions implemented both through bankruptcy proceedings and through out-of-court exchanges, consent solicitations or other mechanisms, as well as in distressed mergers and acquisitions and capital markets activities.

As part of these engagements, our FR business segment offers a wide range of advisory services to our clients, including: the structuring, negotiation, and confirmation of plans of reorganization; structuring and analysis of exchange offers; corporate viability assessment; dispute resolution and expert testimony; and procuring debtor-in-possession financing.

Although atypical, FR transactions can fail to be completed for many reasons that are outside of our control. In these instances, our fees are generally limited to the Retainer Fees and/or Progress Fees. FVA primarily provides valuations of various assets, including: companies; illiquid debt and equity securities; and intellectual property (among other assets and liabilities).

These valuations are used for financial reporting, tax reporting, and other purposes. In addition, our FVA business segment renders fairness opinions in connection with mergers and acquisitions and other transactions, and solvency opinions in connection with corporate spin-offs and dividend recapitalizations, and other types of financial opinions in connection with other transactions.

Also, our FVA business segment provides dispute resolution services to clients where fees are usually based on the hourly rates of our financial professionals. Unlike our CF or FR segments, the fees generated in our FVA segment are generally not contingent on the successful completion of a transaction.

The amounts and useful lives assigned to acquisition-related intangible assets impact the amount and timing of future amortization expense. Recent Accounting Developments For additional information on recently issued accounting developments and their impact or potential impact on our consolidated financial statements, see Note 2 included in Part II, Item 8 of this Form 10-K. 34 Table of Contents

Results of Consolidated Operations The following is a discussion of our results of operations for the years ended March 31, 2023 and 2022. For a more detailed discussion of the factors that affected the revenues and the operating expenses of our CF, FR, and FVA business segments in these periods, see "Business Segments" below.

Results of Consolidated Operations The following is a discussion of our results of operations for the years ended March 31, 2024 and 2023. For a more detailed discussion of the factors that affected the revenues and the operating expenses of our CF, FR, and FVA business segments in these periods, see "Business Segments" below.

Actual results may differ from those estimates. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the period for which they are determined to be necessary. 33 Table of Contents Recognition of Revenue CF provides general financial advisory services in addition to advice on mergers and acquisitions and capital markets offerings.

Actual results may differ from those estimates. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the period for which they are determined to be necessary. Recognition of Revenue CF provides general financial advisory services in addition to advice on mergers and acquisitions and capital markets offerings.

Accordingly, the amount of employee compensation and benefits expense recognized in any particular period may not be consistent with prior periods or indicative of future periods. Our employee compensation and benefits expense consists of base salary, payroll taxes, benefits, annual incentive compensation payable as cash bonus awards, deferred cash bonus awards, and the amortization of equity-based bonus awards.

Accordingly, the amount of employee compensation and benefits expense recognized in any particular period may not be consistent with prior periods or indicative of future periods. 30 Table of Contents Our employee compensation and benefits expense consists of base salary, payroll taxes, benefits, annual incentive compensation payable as cash bonus awards, deferred cash bonus awards, and the amortization of equity-based bonus awards.

See Note 2 included in Part II, Item 8 of this Form 10-K for additional information. Provision for Income Taxes The Company files consolidated federal income tax returns, as well as consolidated and separate returns in state and local jurisdictions, and the Company reports income tax expense on this basis.

See Note 2 included in Part II, Item 8 of this Form 10-K for additional information. 36 Table of Contents Provision for Income Taxes The Company files consolidated federal income tax returns, as well as consolidated and separate returns in state and local jurisdictions, and the Company reports income tax expense on this basis.

As of March 31, 2023 and 2022, we had $475 million and $477 million of cash in foreign subsidiaries, respectively. Our excess cash may be invested in short term investments, including treasury securities, commercial paper, certificates of deposit, and investment grade corporate debt securities. Please refer to Note 6 for further detail.

As of March 31, 2024 and 2023, we had $545 million and $475 million of cash in foreign subsidiaries, respectively. Our excess cash may be invested in short term investments, including treasury securities, commercial paper, certificates of deposit, and investment grade corporate debt securities. Please refer to Note 6 for further detail.

Other (Income)/Expense, Net Other (income)/expense, net includes (i) interest income earned on non-marketable and investment securities, cash and cash equivalents, loans receivable from affiliates, employee loans, and commercial paper, (ii) interest expense and fees on our HLI Line of Credit (defined herein), (iii) interest expense on the loan payable to affiliate, loans payable to former shareholders, and the loan payable to non-affiliates, (iv) equity income and/or gains or losses from funds and partnership interests where we have had more than a minor ownership interest or more than minor influence over operations, but do not have a controlling interest and are not the primary beneficiary, (v) gains and/or losses associated with the reduction/increase of earnout liabilities, and (vi) other miscellaneous non-operating expenses.

Other (Income)/Expense, Net Other (income)/expense, net includes (i) interest income earned on non-marketable and investment securities, cash and cash equivalents, loans receivable from affiliates, employee loans, and commercial paper, (ii) interest expense and fees on our HLI Line of Credit (defined herein), (iii) equity income and/or gains or losses from funds and partnership interests where we have had more than a minor ownership interest or more than minor influence over operations, but do not have a controlling interest and are not the primary beneficiary, (iv) gains and/or losses associated with the reduction/increase of earnout liabilities, and (v) other miscellaneous non-operating expenses.

For discussion related to changes in financial condition and the results of operations for fiscal year 2021-related items, refer to Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for fiscal year 2022, which was filed with the Securities and Exchange Commission on May 27, 2022.

For discussion related to changes in financial condition and the results of operations for fiscal year 2022-related items, refer to Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for fiscal year 2023, which was filed with the Securities and Exchange Commission on May 25, 2023.

On August 23, 2019, the Company entered into a syndicated revolving line of credit with the Bank of America, N.A. and certain other financial institutions party thereto, which allows for borrowings of up to $100 million (and, subject to certain conditions, provides the Company with an uncommitted expansion option, which, if exercised in full, would provide for a total credit facility of $200 million), which was amended by a First Amendment to Credit Agreement dated as of August 2, 2022, and matures on August 23, 2025 (the "HLI Line of Credit").

On August 23, 2019, the Company entered into a syndicated revolving line of credit with the Bank of America, N.A. and certain other financial institutions party thereto, which was amended by a First Amendment to Credit Agreement dated as of August 2, 2022 (the "HLI Line of Credit"), which allows for borrowings of up to $100 million (and, subject to certain conditions, provides the Company with an uncommitted expansion option, which, if exercised in full, would provide for a total credit facility of $200 million), and matures on August 23, 2025 (or if such date is not a business day, the immediately preceding business day).

The increase in corporate expenses was primarily a result of higher compensation expenses for the year ended March 31, 2023, compared with the year ended March 31, 2022. Liquidity and Capital Resources Our current assets comprise cash and cash equivalents, investment securities, accounts receivable, and unbilled work in progress related to fees earned from providing advisory services.

The decrease in corporate expenses was primarily a result of lower non-compensation expenses for the year ended March 31, 2024, compared with the year ended March 31, 2023. Liquidity and Capital Resources Our current assets comprise cash and cash equivalents, investment securities, accounts receivable, and unbilled work in progress related to fees earned from providing advisory services.

Our FVA business segment is one of the largest and most respected valuation, financial opinion and financial consulting practices in the United States. As of March 31, 2023, we served our clients globally with 1,904 financial professionals, including 313 Managing Directors.

Our FVA business segment is one of the largest and most respected valuation, financial opinion and financial consulting practices in the United States. As of March 31, 2024, we served our clients globally with 1,853 financial professionals, including 316 Managing Directors.

The decrease in segment profit was primarily a result of lower revenues and higher non-compensation expenses for the year ended March 31, 2023, compared with the year ended March 31, 2022. 30 Table of Contents Financial Restructuring Year Ended March 31, 2023 Compared to the Year Ended March 31, 2022 Revenues for FR were $396 million for the year ended March 31, 2023, compared with $393 million for the year ended March 31, 2022, representing an increase of 1%.

The decrease in segment profit was primarily a result of lower revenues and higher non-compensation expenses for the year ended March 31, 2024, compared with the year ended March 31, 2023. 33 Table of Contents Financial Restructuring Year Ended March 31, 2024 Compared to the Year Ended March 31, 2023 Revenues for FR were $522 million for the year ended March 31, 2024, compared with $396 million for the year ended March 31, 2023, representing an increase of 32%.

Segment profit for FVA was $81 million for the year ended March 31, 2023, compared with $88 million for the year ended March 31, 2022, representing a decrease of (8)%. The decrease in segment profit was primarily a result of higher non-compensation expenses for the year ended March 31, 2023, compared with the year ended March 31, 2022.

Segment profit for FVA was $74 million for the year ended March 31, 2024, compared with $81 million for the year ended March 31, 2023, representing a decrease of (9)%. The decrease in segment profit was primarily a result of higher non-compensation expenses for the year ended March 31, 2024, compared with the year ended March 31, 2023.

The increase in revenues was primarily due to an increase in the number of closed transactions, partially offset by a decrease in the average transaction fee for the year ended March 31, 2023, compared with the year ended March 31, 2022.

The decrease in revenues was primarily a result of an 11% decrease in the number of closed transactions, partially offset by an increase in the average transaction fee on closed transactions for the year ended March 31, 2024, compared with the year ended March 31, 2023.

We operate in three segments: Corporate Finance ("CF"); Financial Restructuring ("FR"); and Financial and Valuation Advisory ("FVA"). In our CF business segment, we believe we are an established leader in M&A and capital markets advisory services. Through our FR business segment, we advise on some of the largest and most complex restructurings around the world.

In our CF business segment, we believe we are an established leader in M&A and capital markets advisory services. Through our FR business segment, we advise on some of the largest and most complex restructurings around the world.

See “Risk Factors” for a discussion of some of the factors that can affect our performance. Our fiscal year ends on March 31 of each year. For the fiscal year ended March 31, 2023, we earned revenues of $1.81 billion, a decrease of (20)% from the $2.27 billion earned during the fiscal year ended March 31, 2022.

See “Risk Factors” for a discussion of some of the factors that can affect our performance. Our fiscal year ends on March 31 of each year. For the fiscal year ended March 31, 2024, we earned revenues of $1.91 billion, an increase of 6% from the $1.81 billion earned during the fiscal year ended March 31, 2023.

Segment profit for CF was $354 million for the year ended March 31, 2023, compared with $606 million for the year ended March 31, 2022, representing a decrease of (42)%.

Segment profit for CF was $303 million for the year ended March 31, 2024, compared with $354 million for the year ended March 31, 2023, representing a decrease of (15)%.

Revenues reflect revenues from our CF, FR, and FVA business segments that substantially consist of fees for advisory services. Revenues for all three business segments are recognized upon satisfaction of the performance obligation and may be satisfied over time or at a point in time. The amount and timing of the fees paid vary by the type of engagement.

Revenues for all three business segments are recognized upon satisfaction of the performance obligation and may be satisfied over time or at a point in time. The amount and timing of the fees paid vary by the type of engagement.

Segment profit for FR was $122 million for the year ended March 31, 2023, compared with $101 million for the year ended March 31, 2022, an increase of 21%.

Segment profit for FR was $194 million for the year ended March 31, 2024, compared with $122 million for the year ended March 31, 2023, an increase of 60%.

The provision for income taxes for the year ended March 31, 2023 was $69.8 million, which reflected an effective tax rate of 22%. The provision for income taxes for the year ended March 31, 2022 was $165.6 million, which reflected an effective tax rate of 27%.

The provision for income taxes for the year ended March 31, 2024 was $110.2 million, which reflected an effective tax rate of 28%. The provision for income taxes for the year ended March 31, 2023 was $69.8 million, which reflected an effective tax rate of 22%.

Reimbursements of certain out-of-pocket deal expenses are recorded on a gross basis and are therefore included in both Revenues and Operating expenses on the Consolidated Statements of Comprehensive Income. 27 Table of Contents Employee Compensation and Benefits Expense.

Operating Expenses Our operating expenses are classified as employee compensation and benefits expense and non-compensation expense; revenue and headcount are the primary drivers of our operating expenses. Reimbursements of certain out-of-pocket deal expenses are recorded on a gross basis and are therefore included in both Revenues and Operating expenses on the Consolidated Statements of Comprehensive Income.

As of March 31, 2023, we were, and expect to continue to be, in compliance with such covenants. The majority of the Company's payment obligations and commitments pertain to routine operating leases.

As of March 31, 2024, we were, and expect to continue to be, in compliance with such covenants. As of March 31, 2024, no principal was outstanding under the HLI Line of Credit. The majority of the Company's payment obligations and commitments pertain to routine operating leases.

The decrease in the Company’s tax rate during the year ended March 31, 2023 relative to the year ended March 31, 2022 was primarily a result of increased stock compensation deductions, the release of the provision for an uncertain tax position as a result of the successful closure of a state audit and the release of a valuation allowance. 29 Table of Contents Business Segments The following table presents revenues, expenses, and contributions from our continuing operations by business segment.

The increase in the Company's tax rate during the fiscal year ended March 31, 2024 relative to the fiscal year ended March 31, 2023 was primarily a result of decreased stock compensation deductions and increased taxes due to foreign operations, as well as the release of the provision for an uncertain tax position as a result of the successful closure of a state audit that occurred during the fiscal year ended March 31, 2023 that did not repeat in the fiscal year ended March 31, 2024. 32 Table of Contents Business Segments The following table presents revenues, expenses, and contributions from our continuing operations by business segment.

Our employee compensation and benefits expense, which accounts for the majority of our operating expenses, is determined by management based on revenues earned, headcount, the competitiveness of the prevailing labor market, and anticipated compensation expectations of our employees. These factors may fluctuate, and as a result, our employee compensation and benefits expense may fluctuate materially in any particular period.

Employee Compensation and Benefits Expense. Our employee compensation and benefits expense, which accounts for the majority of our operating expenses, is determined by management based on revenues earned, headcount, the competitiveness of the prevailing labor market, and anticipated compensation expectations of our employees.

Employee compensation and benefits expense, as a component of operating expenses, was $1,148 million for the year ended March 31, 2023, compared with $1,409 million for the year ended March 31, 2022, a decrease of (19)%. The decrease in employee compensation and benefits expense was primarily due to the decrease in revenues for the fiscal year.

Employee compensation and benefits expense, as a component of operating expenses, was $1.2 billion for the year ended March 31, 2024, compared with $1.1 billion for the year ended March 31, 2023, an increase of 6%. The increase in employee compensation and benefits expense was primarily due to the increase in revenues for the fiscal year.

The Compensation Ratio was 63% and 62% for the years ended March 31, 2023 and 2022, respectively. Non-compensation expenses, as a component of operating expenses, were $320 million for the year ended March 31, 2023, compared with $248 million for the year ended March 31, 2022, an increase of 29%.

The Compensation Ratio was 63% for the years ended March 31, 2024 and 2023. Non-compensation expenses, as a component of operating expenses, were $338.0 million for the year ended March 31, 2024, compared with $319.8 million for the year ended March 31, 2023, an increase of 6%.

Corporate Finance Year Ended March 31, 2023 Compared to the Year Ended March 31, 2022 Revenues for CF were $1,127 million for the year ended March 31, 2023, compared with $1,593 million for the year ended March 31, 2022, representing a decrease of (29)%.

Corporate Finance Year Ended March 31, 2024 Compared to the Year Ended March 31, 2023 Revenues for CF were $1.11 billion for the year ended March 31, 2024, compared with $1.13 billion for the year ended March 31, 2023, representing a decrease of (2)%.

The decrease in the average transaction fee on closed transactions was driven by the size and timing of transactions that closed and does not represent a trend in the average fee on closed transactions.

The increase in the average transaction fee on closed transactions was driven by the size and timing of transactions that closed for the year ended March 31, 2024, compared with the year ended March 31, 2023, and does not represent a trend in the average transaction fee on closed transactions.

A summary of our operating, investing, and financing cash flows is as follows: Year Ended March 31, (In thousands) 2023 2022 Operating activities: Net income $ 254,223 $ 438,324 Non-cash charges 250,560 115,902 Other operating activities (368,510) 182,378 Net cash provided by operating activities 136,273 736,604 Net cash used in investing activities (3,004) (273,914) Net cash used in financing activities (240,462) (459,060) Effects of exchange rate changes on cash and cash equivalents (12,065) (16,784) Net increase/(decrease) in cash, cash equivalents, and restricted cash (119,258) (13,154) Cash, cash equivalents and restricted cash – beginning of period 834,070 847,224 Cash, cash equivalents and restricted cash – end of period $ 714,812 $ 834,070 Year Ended March 31, 2023 Operating activities resulted in a net inflow of $136.3 million for the year ended March 31, 2023, primarily due to net income of $254.2 million and non-cash charges of $250.6 million, partially offset by a decrease in other operating activities of $(368.5) million.

A summary of our operating, investing, and financing cash flows is as follows: Year Ended March 31, (In thousands) 2024 2023 Operating activities: Net income $ 280,301 $ 254,223 Non-cash charges 244,524 250,560 Other operating activities (196,367) (368,510) Net cash provided by operating activities 328,458 136,273 Net cash used in investing activities (70,406) (3,004) Net cash used in financing activities (250,585) (240,462) Effects of exchange rate changes on cash and cash equivalents (425) (12,065) Net increase/(decrease) in cash, cash equivalents, and restricted cash 7,042 (119,258) Cash, cash equivalents and restricted cash – beginning of period 714,812 834,070 Cash, cash equivalents and restricted cash – end of period $ 721,854 $ 714,812 Year Ended March 31, 2024 Operating activities resulted in a net inflow of $328.5 million for the year ended March 31, 2024, primarily due to net income of $280.3 million and non-cash charges of $244.5 million, partially offset by a decrease in other operating activities of $(196.4) million.

The increase in segment profit was primarily a result of a decrease in compensation expenses, partially offset by a higher non-compensation expenses for the year ended March 31, 2023, compared with the year ended March 31, 2022.

The increase in segment profit was primarily a result of higher revenues and lower compensation expenses as a percentage of revenues for the year ended March 31, 2024, compared with the year ended March 31, 2023.

Corporate Expenses Year Ended March 31, 2023 Compared to the Year Ended March 31, 2022 Corporate expenses were $215 million for the year ended March 31, 2023, compared with $182 million for the year ended March 31, 2022, representing an increase of 18%.

Corporate Expenses Year Ended March 31, 2024 Compared to the Year Ended March 31, 2023 Corporate expenses were $208 million for the year ended March 31, 2024, compared with $215 million for the year ended March 31, 2023, representing a decrease of (3)%.

It is too early to tell if and when this improvement will result in revenues, be we continue to remain optimistic about the current restructuring outlook over the medium and long term due to record levels of company leverage, inflation, supply-chain issues, recent geopolitical events, and contracting monetary policy.

We continue to remain optimistic about the current restructuring outlook over the short to medium term due to higher interest rates, record levels of company leverage, inflation, supply-chain issues, recent geopolitical events, and contracting monetary policy.

In the United States, our dialogue with clients who are evaluating strategic alternatives remains measured as we continue to see good activity in M&A as a result of the availability of capital in the mid-cap space, but concerns remain around the macro-economic factors mentioned above.

In the United States, our dialogue with clients who are evaluating strategic alternatives remains measured as we continue to see concerns around the macro-economic factors mentioned above. 29 Table of Contents Our Financial Restructuring activity has improved as a result of the factors mentioned above (inflation, conflict, and disruption).

As of March 31, 2023 and 2022, our Cash and cash equivalents, Investment securities, and Restricted cash were as follows: (In thousands) March 31, 2023 March 31, 2022 Cash and cash equivalents $ 714,439 $ 833,697 Investment securities 37,309 109,143 Total unrestricted cash and cash equivalents, including investment securities 751,748 942,840 Restricted cash (1) 373 373 Total cash, cash equivalents, and restricted cash, including investment securities $ 752,121 $ 943,213 (1) Represents a deposit in support of a letter of credit issued for our Frankfurt office.

As of March 31, 2024 and 2023, our Cash and cash equivalents, Investment securities, and Restricted cash were as follows: (In thousands) March 31, 2024 March 31, 2023 Cash and cash equivalents $ 721,235 $ 714,439 Investment securities 38,005 37,309 Total unrestricted cash and cash equivalents, including investment securities 759,240 751,748 Restricted cash (1) 619 373 Total cash, cash equivalents, and restricted cash, including investment securities $ 759,859 $ 752,121 (1) Restricted cash represents cash deposits in support of two letters of credit for our Frankfurt office as of March 31, 2024 and one letter of credit for our Frankfurt office as of March 31, 2023.

Financial and Valuation Advisory Year Ended March 31, 2023 Compared to the Year Ended March 31, 2022 Revenues for FVA were $287 million for the year ended March 31, 2023, compared with $284 million for the year ended March 31, 2022, representing an increase of 1%.

Financial and Valuation Advisory Year Ended March 31, 2024 Compared to the Year Ended March 31, 2023 Revenues for FVA remained relatively flat at $286 million for the year ended March 31, 2024, compared with $287 million for the year ended March 31, 2023.

Year Ended March 31, Change ($ in thousands) 2023 2022 22-'23 Revenues by segment Corporate Finance $ 1,127,126 $ 1,593,083 (29) % Financial Restructuring 395,733 392,818 1 % Financial and Valuation Advisory 286,588 284,057 1 % Revenues $ 1,809,447 $ 2,269,958 (20) % Segment profit (1) Corporate Finance $ 354,075 $ 606,268 (42) % Financial Restructuring 121,618 100,882 21 % Financial and Valuation Advisory 81,388 88,136 (8) % Total segment profit 557,081 795,286 (30) % Corporate expenses (2) 215,343 182,422 18 % Other (income)/expense, net 17,738 8,926 99 % Income before provision for income taxes $ 324,000 $ 603,938 (46) % Segment Metrics: Number of Managing Directors Corporate Finance 217 202 7 % Financial Restructuring 57 53 8 % Financial and Valuation Advisory 39 34 15 % Number of closed transactions/Fee Events (3) Corporate Finance 503 600 (16) % Financial Restructuring 106 90 18 % Financial and Valuation Advisory 2,257 2,183 3 % (1) We adjust the compensation expense for a business segment in situations where an employee residing in one business segment is performing work in another business segment where the revenues are accrued.

Year Ended March 31, Change ($ in thousands) 2024 2023 23-'24 Revenues by segment Corporate Finance $ 1,106,826 $ 1,127,126 (2) % Financial Restructuring 521,984 395,733 32 % Financial and Valuation Advisory 285,594 286,588 — % Revenues $ 1,914,404 $ 1,809,447 6 % Segment profit (1) Corporate Finance $ 302,533 $ 354,075 (15) % Financial Restructuring 194,116 121,618 60 % Financial and Valuation Advisory 74,422 81,388 (9) % Total segment profit 571,071 557,081 3 % Corporate expenses (2) 208,210 215,343 (3) % Other (income)/expense, net (27,678) 17,738 (256) % Income before provision for income taxes $ 390,539 $ 324,000 21 % Segment Metrics: Number of Managing Directors Corporate Finance 223 217 3 % Financial Restructuring 54 57 (5) % Financial and Valuation Advisory 39 39 — % Number of closed transactions/Fee Events (3) Corporate Finance 450 503 (11) % Financial Restructuring 126 106 19 % Financial and Valuation Advisory 2,178 2,257 (4) % (1) We adjust the compensation expense for a business segment in situations where an employee residing in one business segment is performing work in another business segment where the revenues are accrued.

Subsequent to the end of fiscal 2023, our Board of Directors declared a quarterly cash dividend of $0.55 per share of common stock, payable on June 15, 2023 to shareholders of record as of the close of business on June 2, 2023.

As of March 31, 2024 and 2023, we had $192 million and $115 million of Unbilled work in progress, net of credit losses, respectively. 34 Table of Contents Subsequent to the end of fiscal 2024, our Board of Directors declared a quarterly cash dividend of $0.57 per share of common stock, payable on June 15, 2024 to shareholders of record as of the close of business on June 3, 2024.

The increase in revenues was primarily due to an increase in the number of fee events for the year ended March 31, 2023, compared with the year ended March 31, 2022.

The increase in revenues was primarily due to a 19% increase in the number of closed transactions for the year ended March 31, 2024, compared with the year ended March 31, 2023. The increase in the number of closed transactions was driven by favorable market conditions for restructuring transactions.

As a result of these conditions, such deferred consideration would be expensed as compensation in current and future periods and has been accrued as liabilities on the Consolidated Balance Sheets as of March 31, 2023 and 2022. 32 Table of Contents Cash Flows Our operating cash flows are primarily influenced by the amount and timing of receipt of advisory fees and the payment of operating expenses, including payments of incentive compensation to our employees.

As of each fiscal year end, a material portion of our Cash and cash equivalents is reserved to cover accrued, but unpaid bonuses, that are paid the following May and November. 31 Table of Contents Our liquidity is highly dependent upon cash receipts from clients that are generally dependent upon the successful completion of transactions as well as the timing of receivables collections, which typically occur within 60 days of billing.

As of each fiscal year end, a material portion of our Cash and cash equivalents is reserved to cover accrued, but unpaid bonuses, that are paid the following May and November.

Executive Overview Established in 1972, Houlihan Lokey is a leading global independent investment bank with expertise in mergers and acquisitions, capital markets, financial restructurings, and financial and valuation advisory.

Executive Overview Established in 1972, Houlihan Lokey is a global investment bank with expertise in mergers and acquisitions, capital markets, financial restructurings, and financial and valuation advisory. With offices in the Americas, Europe, the Middle East, and the Asia-Pacific region, the Company serves a diverse set of clients including corporations, institutions, and governments worldwide.

For the fiscal years ended March 31, 2023, 2022, and 2021, we earned revenues of $520 million, $579 million, and $333 million, respectively, from our international operations. 26 Table of Contents Based on historical experience, we believe current economic conditions provide a stable environment for M&A and capital markets activities, but the continued threat from inflation and the war in Ukraine provide a measure of uncertainty in the coming quarters.

Based on historical experience, we believe current economic conditions provide a stable environment for M&A and capital markets activities, but the continued threat from inflation and higher interest rates, international conflict and economic disruption provide some uncertainty in the coming quarters.

Operating expenses were $1,468 million for the year ended March 31, 2023, compared with $1,657 million for the year ended March 31, 2022, a decrease of (11)%.

Operating expenses were $1.55 billion for the year ended March 31, 2024, compared with $1.47 billion for the year ended March 31, 2023, an increase of 6%.

The decrease in revenues was primarily a result of (i) a decrease in the average transaction fee on closed transactions and a decrease in the number of transactions that closed for the year ended March 31, 2023, compared with the year ended March 31, 2022.

The decrease in the number of closed transactions was driven by softness in the M&A markets for the year ended March 31, 2024, compared with the year ended March 31, 2023.

We pay a significant portion of our incentive compensation during the first and third quarters of each fiscal year.

Cash Flows Our operating cash flows are primarily influenced by the amount and timing of receipt of advisory fees and the payment of operating expenses, including payments of incentive compensation to our employees. We pay a significant portion of our incentive compensation during the first and third quarters of each fiscal year.

The addition of GCA significantly increases the Company's position in the technology sector, which is critical to meeting the needs of our clients as technology increasingly touches every business sector. Most recently, the Company acquired Oakley Advisory in February 2023, further increasing our global coverage of the digital infrastructure sector and significantly augments the existing sector coverage in Europe.

In October 2021, we acquired GCA Corporation ("GCA"), a global technology-focused investment bank providing M&A advisory and capital markets advisory services in Europe, Japan/Asia, and the United States. The addition of GCA significantly increased the Company's position in the technology sector, which is critical to meeting the needs of our clients as technology increasingly touches every business sector.

Year Ended March 31, Change ($ in thousands) 2023 2022 '22-'23 Revenues $ 1,809,447 $ 2,269,958 (20) % Operating expenses: Employee compensation and benefits 1,147,879 1,408,634 (19) % Non-compensation expenses 319,830 248,460 29 % Total operating expenses 1,467,709 1,657,094 (11) % Operating income 341,738 612,864 (44) % Other (income)/expense, net 17,738 8,926 99 % Income before provision for income taxes 324,000 603,938 (46) % Provision for income taxes 69,777 165,614 (58) % Net income 254,223 438,324 (42) % Net income attributable to noncontrolling interest — (573) 100 % Net income attributable to Houlihan Lokey, Inc. $ 254,223 $ 437,751 (42) % 28 Table of Contents Year Ended March 31, 2023 versus March 31, 2022 Revenues were $1,809 million for the year ended March 31, 2023, compared with $2,270 million for the year ended March 31, 2022, representing a decrease of (20)%.

Year Ended March 31, Change ($ in thousands) 2024 2023 '23-'24 Revenues $ 1,914,404 $ 1,809,447 6 % Operating expenses: Employee compensation and benefits 1,213,589 1,147,879 6 % Non-compensation expenses 337,954 319,830 6 % Total operating expenses 1,551,543 1,467,709 6 % Operating income 362,861 341,738 6 % Other (income)/expense, net (27,678) 17,738 (256) % Income before provision for income taxes 390,539 324,000 21 % Provision for income taxes 110,238 69,777 58 % Net income attributable to Houlihan Lokey, Inc. $ 280,301 $ 254,223 10 % 31 Table of Contents Year Ended March 31, 2024 versus March 31, 2023 Revenues were $1.91 billion for the year ended March 31, 2024, compared with $1.81 billion for the year ended March 31, 2023, representing an increase of 6%.

We are poised to address any increase in market activity if and when markets shift. Key Financial Measures Revenues Revenues include fee revenues and reimbursements of expenses (see Note 2 and Note 3 included in Part II, Item 8 of this Form 10-K).

Key Financial Measures Revenues Revenues include fee revenues and reimbursements of expenses (see Note 2 and Note 3 included in Part II, Item 8 of this Form 10-K). Revenues reflect revenues from our CF, FR, and FVA business segments that substantially consist of fees for advisory services.

The decrease in revenues was primarily attributable to a decrease in CF revenues as described in more detail below. For the year ended March 31, 2023, CF revenues decreased (29)%, FR revenues increased 1%, and FVA revenues increased 1% when compared with the year ended March 31, 2022.

The increase in revenues was the result of an increase in FR revenues for the year ended March 31, 2024, compared with the year ended March 31, 2023, as described in further detail below.

With offices in the United States, South America, Europe, the Middle East, and the Asia-Pacific region, the Company serves a diverse set of clients including corporations, financial sponsors and government agencies worldwide. Houlihan Lokey’s financial professionals deliver meaningful and differentiated advice to clients on strategy and financial decisions employing a rigorous analytical approach coupled with deep product and industry expertise.

Houlihan Lokey’s financial professionals deliver meaningful and differentiated advice to clients on strategy and financial decisions employing a rigorous analytical approach coupled with deep product and industry expertise. We operate in three segments: Corporate Finance ("CF"); Financial Restructuring ("FR"); and Financial and Valuation Advisory ("FVA").

The increase in non-compensation expenses was primarily a result of an increase in travel, meals, and entertainment expenses as employees continued to return to travel and an increase in other operating expenses. Other (income)/expense, net increased to $17.7 million for the year ended March 31, 2023, compared with $8.9 million for the year ended March 31, 2022.

Other (income)/expense, net changed to income of $(27.7) million for the year ended March 31, 2024, compared with expense of $17.7 million for the year ended March 31, 2023.

Financing activities resulted in a net outflow of $(459.1) million primarily due to share repurchases completed during the year ended March 31, 2022.

Investing activities resulted in a net outflow of $(70.4) million for the year ended March 31, 2024, primarily due to acquisitions of property and equipment and purchases of investment securities, partially offset by the sale or maturity of investment securities.

Removed

For our fiscal year ended March 31, 2022, revenues increased 49% over our fiscal year ended March 31, 2021 revenues of $1.53 billion.

Added

In February 2023, we acquired Oakley Advisory, further increasing our global coverage of the digital infrastructure sector and significantly augmenting the existing sector coverage in Europe.

Removed

Our Financial Restructuring activity has moderately improved as a result of the factors mentioned above (inflation and the war in Ukraine).

Added

More recently, the Company acquired 7 Mile Advisors in December 2023, an independent advisory firm that provides a range of investment banking services to clients across the IT services sector, which further enhances our existing deep industry expertise in IT services and expands the firm’s geographic footprint.

Removed

Added

For the fiscal years ended March 31, 2024, 2023, and 2022, we earned revenues of $570 million, $520 million, and $579 million, respectively, from our international operations.

Removed

The increase in other (income)/expense, net was primarily due to a $15 million accrual relating to an anticipated settlement with the SEC.

Added

These factors may fluctuate, and as a result, our employee compensation and benefits expense may fluctuate materially in any particular period.

Removed

On May 10, 2023 the staff of the SEC's Division of Enforcement proposed a potential settlement with the Company to resolve an investigation of the Company's compliance with records preservation requirements related to business communications sent over off-channel electronic messaging platforms.

Added

The increase in non-compensation expenses was primarily a result of an increase in professional fees and rent expense, partially offset by a decrease in depreciation and amortization expense and other operating expenses.

Removed

The Company has notified the SEC's Division of Enforcement of its present intention to agree to a settlement to resolve the investigation that includes a $15 million civil penalty.

Added

The change in other (income)/expense, net was primarily due to i) during the fiscal year ended March 31, 2023, the Company accrued for its settlement with the Security and Exchange Commission's Division of Enforcement to resolve an investigation of the Company's compliance with records preservation requirements related to business communications sent over off-channel electronic messaging platforms for $15 million, ii) during the fiscal year ended March 31, 2024, a gain recognized from the reduction in the fair value of an earnout liability issued in connection with a business acquired during 2021, and iii) a net increase in interest income generated by our investment securities.

Removed

The potential settlement is subject to the negotiation of definitive documentation, which is expected to include terms consistent with previously announced settlements between other firms and the SEC, and any formal offer, proposed civil penalty, and additional terms submitted by the Company would be subject to approval by the Commission.

Added

Our liquidity is highly dependent upon cash receipts from clients that are generally dependent upon the successful completion of transactions as well as the timing of receivables collections, which typically occur within 60 days of billing. As of March 31, 2024 and 2023, we had $200 million and $182 million of Accounts receivable, net of credit losses, respectively.

Removed

As a result of the foregoing, the Company determined that it should recognize a $15 million accrual in other (income)/expense, net for the fourth fiscal quarter and fiscal year ended March 31, 2023 relating to the anticipated settlement with the SEC.

Added

Financing activities resulted in a net outflow of $(250.6) million primarily due to dividends paid, payments to settle employee tax obligations on share-based awards, and share repurchases made during the year ended March 31, 2024. 35 Table of Contents Year Ended March 31, 2023 Operating activities resulted in a net inflow of $136.3 million for the year ended March 31, 2023, primarily due to net income of $254.2 million and non-cash charges of $250.6 million, partially offset by a decrease in other operating activities of $(368.5) million.

Removed

The decrease in the average transaction fee was driven by the size and timing of transactions that closed during the quarter, and does not represent a trend in the average fee on closed transactions. The increase in the number of closed transactions was driven by favorable market conditions for restructuring transactions.

Removed

As of March 31, 2023 and 2022, we had $182 million and $144 million of Accounts receivable, net of credit losses, respectively. As of March 31, 2023 and 2022, we had $115 million and $105 million of Unbilled work in progress, net of credit losses, respectively.

Removed

Subsequent to the end of fiscal 2023, on May 10, 2023 the staff of the SEC's Division of Enforcement proposed a potential settlement with the Company to resolve an investigation of the Company's compliance with records preservation requirements related to business communications sent over electronic messaging channels that have not been approved by the Company.

Removed

The Company has notified the SEC's Division of Enforcement of its present intention to agree to a settlement to resolve the investigation that includes a $15 million civil penalty. This is expected to be paid during the first quarter of fiscal 2024.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

7 edited+0 added−0 removed9 unchanged

2023 filing

2024 filing

Biggest changeWe maintain an allowance for credit losses that, in our opinion, provides for an adequate reserve to cover losses that may be incurred. Risks Related to Cash and Short Term Investments Our cash is maintained in U.S. and non-U.S. bank accounts. We have exposure to foreign exchange risks through all of our international affiliates.

Exchange Rate Risk The exchange rate of the U.S. dollar relative to the currencies in the non-U.S. countries in which we operate may have an effect on the reported value of our non-U.S. dollar denominated or based assets and liabilities and, therefore, be reflected as a change in other comprehensive income.

The magnitude of this impact will depend on the timing and volume of revenues and expenses of, and the amounts of assets and liabilities in, our foreign subsidiaries along with the timing of changes in the relative value of the U.S. dollar to the currencies of the non-U.S. countries in which we operate. 35 Table of Contents

The fair value of these foreign currency forward contracts represented a gain included in Other operating expenses of $35 thousand and $33 thousand during the year ended March 31, 2023 and March 31, 2022, respectively.

The fair value of these foreign currency forward contracts represented a gain included in Other operating expenses of $55 thousand and $35 thousand during the year ended March 31, 2024 and March 31, 2023, respectively.

For the years ended March 31, 2023, 2022, and 2021, the net impact of the fluctuation of foreign currencies in other comprehensive income within the Consolidated Statements of Comprehensive Income was $(19.5) million, $(23.2) million, and $22.9 million, respectively.

For the years ended March 31, 2024, 2023, and 2022, the net impact of the fluctuation of foreign currencies in other comprehensive income within the Consolidated Statements of Comprehensive Income was $(3.8) million, $(19.5) million, and $(23.2) million, respectively.

From time to time, we enter into transactions to hedge our exposure to certain foreign currency fluctuations through the use of derivative instruments or other methods. As of March 31, 2023, we had one foreign currency forward contract between the euro and pound sterling with an aggregate notional value of €6.5 million.

From time to time, we enter into transactions to hedge our exposure to certain foreign currency fluctuations through the use of derivative instruments or other methods. As of March 31, 2024, we had one foreign currency forward contract between the U.S. dollar and pound sterling with an aggregate notional value of $38.3 million.

As of March 31, 2022, we had one foreign currency forward contract between the euro and pound sterling with an aggregate notional value of €15.7 million.

As of March 31, 2023, we had one foreign currency forward contract between the euro and pound sterling with an aggregate notional value of €6.5 million.

Top changes in HOULIHAN LOKEY, INC.'s 2024 10-K

Item 1. Business

Item 1A. Risk Factors

Item 2. Properties

Item 3. Legal Proceedings

Item 5. Market for Registrant's Common Equity

Item 7. Management's Discussion & Analysis

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Other HLI 10-K year-over-year comparisons