华利安美股招股说明书(2026-02-25版)

32,421 Shares ClassA Common Stock This prospectus supplement relates to the potential resale from time to time by the selling stockholders identified in this prospectus supplement of someor all of 32,421 shares of our ClassA common stock, or the securities. The registration of the securities covered by this prospectus supplement does notnecessarily mean that any of the securities will be offered or sold by the selling stockholders. We will receive no proceeds from any resale of the securities, but we have agreed to pay certain registration expenses. The selling stockholders identified in this prospectus supplement (which term as used herein includes their pledgees, donees, transferees, or othersuccessors in interest), may offer the securities from time to time as they may determine directly or through underwriters, broker-dealers or agents and inone or more public or private transactions and at fixed prices, prevailing market prices, at prices related to prevailing market prices or at negotiatedprices. If the securities are sold through underwriters, broker-dealers or agents, the selling stockholders will be responsible for underwriting discounts orcommissions or agents’ commissions. See the sections entitled “Plan of Distribution” and “About this Prospectus Supplement” for more information. We have two classes of authorized common stock, ClassA common stock and ClassB common stock. The rights of the holders of ClassA commonstock and ClassB common stock are identical, except with respect to voting and conversion rights. Each share of ClassA common stock is entitled toone vote per share. Each share of ClassB common stock is entitled to ten votes per share and is convertible into one share of ClassA common stock. Asof February 18, 2026, outstanding shares of ClassB common stock represent approximately 74% of the voting power of our outstanding capital stock. Our ClassA common stock is listed on the New York Stock Exchange (“NYSE”) under the symbol “HLI.” The last reported sale price of our ClassAcommon stock on the NYSE on February 24, 2026 was $165.86 per share. Investing in our ClassA common stock involves risks. See “Risk Factors” on page S-3. Table of Contents TABLE OF CONTENTS Prospectus Supplement ABOUT THIS PROSPECTUS SUPPLEMENTS-1THE COMPANYS-2RISK FACTORSS-3CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTSS-4USE OF PROCEEDSS-6SELLING STOCKHOLDERSS-7PLAN OF DISTRIBUTIONS-9LEGAL MATTERSS-12EXPERTSS-12WHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCES-13 Prospectus ABOUT THIS PROSPECTUSWHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCETHE COMPANYRISK FACTORSUSE OF PROCEEDSDESCRIPTION OF CAPITAL STOCKSELLING SECURITYHOLDERS MATERIAL UNITED STATES FEDERAL INCOME TAX CONSIDERATIONS FOR NON-UNITED STATES HOLDERS OF CLASS ACOMMON STOCKPLAN OF DISTRIBUTION Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENT This document is in two parts. The first part is this prospectus supplement, which describes the specific terms of this offering. The second part, theaccompanying prospectus, gives more general information, some of which may not apply to this offering. You should read the entire prospectussupplement, as well as the accompanying prospectus and the documents incorporated by reference that are described in the sections entitled “Where YouCan Find More Information” and “Incorporation of Certain Information by Reference” in this prospectus supplement. We have not, and the selling stockholders have not, authorized any person to provide you with any information other than that contained or incorporatedby reference in this prospectus supplement and the accompanying prospectus and any free writing prospectus prepared by or on behalf of us. We and theselling stockholders take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. Weare not, and the selling stockholders are not, making an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. Youshould assume that the information appearing in this prospectus supplement, the accompanying prospectus, and the documents incorporated by referenceis accurate only as of the respective dates of those documents in which the information is contained. Our business, financial condition, results ofoperations, and prospects may have changed since those dates. Unless the context otherwise requires, the terms the “Company,” “Houlihan Lokey, Inc.” “Houlihan Lokey,” “HL,” “we,” “us” and “our” refer toHoulihan Lokey, Inc., a Delaware corporation, and, unless otherwise stated, all of its subsidiaries. Table of Contents THE COMPANY Established in 1972, Houlihan Lokey, Inc. is a leading global independent investment bank with expertise in mergers and acquisitions (“M&A”), capitalmarkets, financial restructurings and liability management, and financial and valuation advisory. Through our offices in the Americas, Europe, Asia,Austral