HLI: Leadership change · Company disclosure

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Second Amended and Restated 2016 Incentive Award Plan On September 16, 2026, Houlihan Lokey, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders approved the Second Amended and Restated Houlihan Lokey, Inc. 2016 Incentive Award Plan (the “Second A&R Plan”), which the Company’s board of directors (the “Board”) had previously adopted on July 22, 2026, subject to stockholder approval. The Second A&R Plan became effective as of September 16, 2026, the date of the Annual Meeting. The Second A&R Plan makes the following material amendments to the Amended and Restated Houlihan Lokey, Inc. 2016 Incentive Award Plan (the “Existing Plan”): • Changes the aggregate number of shares reserved for issuance to 12 million shares as of the effective date of the Second A&R Plan; • Reinstates the automatic annual increase of the number of shares reserved for issuance that expired in 2025, but decreases the size of the increase from 6% to 1% of the Company’s Class A Common Stock and Class B Common Stock outstanding on the last day of the immediately preceding fiscal year (on an as-converted basis); • Changes the aggregate number of shares which may be granted as incentive stock options to 12 million shares as of the effective date of the Second A&R Plan; • Removes the Existing Plan’s fixed expiration date so that the Second A&R Plan will remain in effect unless and until terminated by the plan administrator, subject to share availability; • Removes provisions intended to enable awards to qualify as “performance-based compensation” under Section 162(m) of