Document

Preventing illegal insider trading of Company securities is necessary to comply with securities laws and to preserve the reputation and integrity of the Company as well as that of all persons affiliated with the Company. This type of insider trading occurs when any person purchases or sells or otherwise transfers a security (including a charitable donation or an exchange of a company’s securities for interests in an investment fund) while in possession of inside information relating to the security. As explained in Section III below, “inside information” is information that is both “material” and “non-public.” Insider trading is a crime. The penalties for violating insider trading laws include imprisonment, disgorgement of profits, civil fines, and significant criminal fines. Insider trading is also prohibited by this Policy, and violation of this Policy may result in Company-imposed sanctions, including termination of employment for cause and referral to the Financial Industry Regulatory Authority (“FINRA”) and the Securities and Exchange Commission (“SEC”).

This Policy applies to all officers, directors and employees of the Company and other service providers to the Company who are required by their agreements with the Company to abide by this Policy (collectively, “Covered Persons”) whether or not they have signed the certificate of compliance attached hereto as Attachment A. This Policy extends to all activities within and outside an individual’s Company duties. Please note that certain provisions, as specified in this Policy, apply to Covered Persons beyond the period during which an individual is employed by or providing services to the Company. Individuals subject to this Policy are responsible for ensuring that their immediate family members and certain other members of their households also comply with this Policy. This Policy also applies to any entities controlled by individuals subject to the Policy, including any corporations, partnerships or trusts, and transactions by these entities should be treated for the purposes of this Policy and applicable securities laws as if they were for the individual’s own account. Every Covered Person must review this Policy and agree to be bound by it as determined by the Company’s Chief Compliance Officer – U.S. Questions regarding the Policy should be directed to the Company’s Chief Compliance Officer – U.S.

No Covered Person shall purchase or sell or otherwise transfer any type of security of the Company (including a charitable donation or an exchange of the Company’s securities for interests in an investment fund) while in possession of material, non-public information relating to the Company, except for Permitted Transactions (defined below).

No Covered Person shall directly or indirectly communicate (or “tip”) material, non-public information concerning the Company to anyone outside of the Company (except in accordance with the Company’s policies regarding the protection or authorized external disclosure of Company information) or to anyone within the Company other than on a need-to-know basis.

Additionally, no Covered Person shall purchase or sell or otherwise transfer any type of security of the Company (including a charitable donation or an exchange of the Company’s securities for interests in an investment fund) during any “Black-Out Period,” which is defined as covering both (a) the period beginning on the last calendar day before the end of any fiscal quarter of the Company and ending upon the completion of the first full trading day after the public release of earnings data for such fiscal quarter and (b) during any other trading suspension period declared by the Company when, from time to time, the Company, through the Board of Directors of the Company (the “Board”), the Company’s disclosure committee, or the General Counsel has determined trading in the Company’s securities by Covered Persons is inappropriate because of developments that have not yet been disclosed to the public. Covered Persons who learn that such a suspension in trading has been communicated should not disclose to non-Covered Persons that the Company has suspended trading. For the purposes of this Policy, a “trading day” is a day on which national stock exchanges are open for trading. Any period not in a Black-Out Period is referred to as an “Open Trading Window.”

•exercises of stock options or other equity awards or the surrender of shares to the Company in payment of the exercise price or in satisfaction of any tax withholding obligations in a manner permitted by the applicable equity award agreement, or vesting of equity-based awards, that in each case do not involve a market sale of the Company’s securities (the “cashless exercise” of a Company stock option through a broker does involve a market sale of the Company’s securities, and therefore would not qualify under this exception);

•purchases or sales of the Company’s securities made pursuant to any binding contract, specific instruction or written plan entered into outside of a Black-Out Period and while the purchaser or seller, as applicable, was unaware of any material, non-public information and which contract, instruction or plan (i) meets all of the requirements of the affirmative defense provided by Rule 10b5-1 (“Rule 10b5-1”) promulgated under the Securities Exchange Act of 1934, as amended (the “1934 Act”), (ii) was pre-cleared in advance pursuant to this Policy and (iii) has not been amended or modified in any respect after such initial pre-clearance without such amendment or modification being pre-cleared in advance

•“Purchase” and “sale” are defined broadly under the federal securities law. “Purchase” includes not only the actual purchase of a security, but any contract to purchase or otherwise acquire a security. “Sale” includes not only the actual sale of a security, but any contract to sell or otherwise dispose of a security. These definitions extend to a broad range of transactions, including conventional cash-for-stock transactions, conversions, the exercise of stock options, and acquisitions and exercises of warrants or puts, calls or other derivative securities.

Information is material when a reasonable investor would consider it important in making an investment decision. The information could be positive or negative. Generally, information is deemed material if the disclosure of the information could reasonably be expected to have an effect on the price of the company’s securities.

Information is deemed “non-public” until it has been disseminated broadly to investors in the marketplace. Tangible evidence of dissemination is the best indication that the information is public. For example, information is public after it has become available to the general public through a public filing with the SEC, a Regulation FD-compliant conference call, a press release issued through a national wire service, such as Business Wire, newspapers, or through broad electronic or print media.

Unless information is known to be public, Covered Persons should assume that information obtained in the course of their employment or relationship with the Company is confidential and not public. Similarly, the circulation of rumors, even if they are accurate, widespread, or reported in the media,

does not constitute public disclosure that will release a Covered Person from his or her obligation to safeguard the information. In addition, even after a public announcement, a reasonable period of time must lapse in order for the market to react to the information. Generally, one should allow two full trading days following publication as a reasonable waiting period before such information is deemed to be public.

“Insiders” include officers, directors and employees of a company and anyone else who has material inside information about a company. Insiders have independent fiduciary duties to their company and its stockholders not to trade on material, non-public information relating to the company’s securities. As noted in Section I above, all Covered Persons should consider themselves insiders of the Company with respect to material, non-public information about the Company’s business, activities and securities. Covered Persons may not trade in the Company’s securities while in possession of material, non-public information relating to the Company, nor may they tip such information to anyone outside the Company (except in accordance with the Company’s policies regarding the protection or authorized external disclosure of Company information) or to anyone within the Company other than on a need-to-know basis.

Individuals subject to this Policy are responsible for ensuring that members of their households also comply with this Policy. This Policy also applies to any entities controlled by individuals subject to the Policy, including any corporations, partnerships or trusts, and transactions by these entities should be treated for the purposes of this Policy and applicable securities laws as if they were for the individual’s own account.

Insiders may be liable for communicating or tipping material, non-public information to a third party (“tippee”), and insider trading violations are not limited to trading or tipping by insiders. Persons other than insiders also can be liable for insider trading, including tippees who trade on material, non-public information tipped to them or individuals who trade on material, non-public information that has been misappropriated. A tipper does not have to profit from a tippee’s transaction to face insider trading liability.

Tippees inherit an insider’s duties and are liable for trading on material, non-public information illegally tipped to them by an insider. Similarly, just as insiders are liable for the insider trading of their tippees, so are tippees who pass the information along to others who trade. In other words, a tippee’s liability for insider trading is no different from that of an insider. Tippees can obtain material, non-public information by receiving overt tips from others or through, among other things, conversations at social, business, or other gatherings.

Penalties for trading on or tipping material, non-public information can extend significantly beyond any profits made or losses avoided, both for individuals engaging in such unlawful conduct and their employers. The SEC and Department of Justice have made the civil and criminal prosecution of insider trading violations a top priority. Enforcement remedies available to the government or private plaintiffs under the federal securities laws include:

In addition, insider trading could result in serious sanctions by the Company, including termination for cause and referral to FINRA and the SEC. Insider trading violations are not limited to violations of the federal securities laws. Other federal and state civil or criminal laws, such as the laws prohibiting mail and wire fraud and the Racketeer Influenced and Corrupt Organizations Act (RICO), also may be violated in connection with insider trading.

The size of the transaction or the amount of profit received does not have to be significant to result in prosecution. The SEC has the ability to monitor even the smallest trades, and the SEC performs routine market surveillance. Brokers and dealers are required by law to inform the SEC of any possible violations by people who may have material, non-public information. The SEC aggressively investigates even small insider trading violations.

Section 13(b)(2) of the 1934 Act requires companies subject to the Act to maintain proper internal books and records and to devise and maintain an adequate system of internal accounting controls. The SEC has supplemented the statutory requirements by adopting rules that prohibit (1) any person from falsifying records or accounts subject to the above requirements and (2) officers or directors from making any materially false, misleading, or incomplete statement to any accountant in connection with any audit or filing with the SEC. These provisions reflect the SEC’s intent to discourage officers, directors and other persons with access to the company’s books and records from taking action that might result in the communication of materially misleading financial information to the investing public.

To provide assistance in preventing inadvertent violations of applicable securities laws and to avoid the appearance of impropriety in connection with the purchase and sale of the Company’s securities, all transactions by Covered Persons in the Company’s securities (including without limitation, acquisitions and dispositions of Company stock, the exercise of stock options, the sale of Company stock issued upon exercise of stock options, charitable donations, and exchanges of the Company’s securities for interests in an investment fund) by must be pre-cleared. Pre-clearance does not relieve anyone of his or her responsibility under SEC rules or other Company policies including the 30-day Hold Rule (as set forth in their regional Houlihan Lokey Code of Ethics).

The initial request for pre-clearance must be submitted through the MyCompliance Office (MCO) system, should be made at least two trading days in advance of the proposed transaction, and should include the identity of the Covered Person, the type of proposed transaction (for example, an open market purchase, a privately negotiated sale, an option exercise, etc.), the proposed date of the transaction and the number of shares or options to be involved. In addition, the Covered Person must certify (through the MCO system in connection with the submission of the trade request in MCO) that he, she or it is not aware of material, non-public information about the Company.

The General Counsel, or the General Counsel’s designee, shall have sole discretion to decide whether to clear any contemplated transaction (The Chief Compliance Officer – U.S. shall have sole discretion to decide whether to clear transactions by the General Counsel or persons or entities subject to this Policy as a result of their relationship with the General Counsel). All trades that are pre-cleared must be executed within 10 trading days of receipt of the pre-clearance unless a specific exception has been granted by the General Counsel or the General Counsel’s designee (or the Chief Compliance Officer – U.S., in the case of the General Counsel or persons or entities subject to this Policy as a result of their relationship with the General Counsel). A pre-cleared trade (or any portion of a pre-cleared trade) that has not been executed during the 10-trading day period must be pre-cleared again prior to execution. Notwithstanding receipt of pre-clearance, if the Covered Person becomes aware of material, non-public information or becomes subject to a Black-Out Period before the transaction is executed, the transaction may not be completed.

Exceptions to the Black-Out Period policy (“Excepted Transactions”) may be approved only by the Company’s General Counsel or the General Counsel’s designee (or, in the case of an exception for the General Counsel or persons or entities subject to this Policy as a result of their relationship with the General Counsel, the Chief Compliance Officer – U.S. or, in the case of exceptions for directors or persons or entities subject to this Policy as a result of their relationship with a director, the disinterested members of the Audit Committee).

In order for the Company to effectively implement the terms and provisions of the Amended & Restated Voting Trust Agreement dated as of December 30, 2025, as it may be amended from time to time (the “HL Voting Trust Agreement”), and manage and monitor the procedures relating to pre-clearance of trades, Black-Out Periods, and other restrictions outlined in this Article IV, each Covered Person, both during and after such person’s termination of service to or employment by the Company, must, unless (i) such person’s shares are no longer subject to the terms of the HL Voting Trust Agreement by operation of clause (z) of Section 4(a) of the HL Voting Trust Agreement or (ii) specifically granted an exception by the Company’s General Counsel (or the Chief Compliance Officer – U.S., in the case of the General Counsel or persons or

entities subject to this Policy as a result of their relationship with the General Counsel), hold all Company securities issued by the Company to such Covered Person (excluding any Company securities acquired by such Covered Person in an open market transaction) in one or more accounts established at Morgan Stanley in connection with the Company’s arrangement with Morgan Stanley to monitor the Company’s securities. Information about the Company securities beneficially owned by each Covered Person will be accessible to such Covered Person using the Morgan Stanley at Work portal at https://atwork.morganstanley.com/solium/servlet/userLogin.do. For the avoidance of doubt, while all shares acquired from a source other than the Company (e.g. open market purchases) are still subject to the procedures outlined in this Article IV, such shares are not required to be held at Morgan Stanley.

The prohibitions on trading based on material non-public information and providing others with such information as described in this Policy continue to apply to transactions in the Company’s securities even after termination of service to or employment by the Company. In accordance with applicable laws, if an individual is in possession of material, non-public information when his or her service terminates, that individual may not trade in the Company’s securities until that information has become public or is no longer material. Conducting such a transaction violates securities laws and may result in enforcement actions brought against the individual, or any entity controlled by such individual.

The Company has determined that there is a heightened legal risk and/or the appearance of improper or inappropriate conduct if the persons subject to this Policy engage in certain types of transactions. Therefore, Covered Persons shall comply with the following policies with respect to certain transactions in the Company securities:

Short sales of the Company’s securities, i.e., sales of shares that the insider does not own at the time of sale, or sales of shares against which the insider does not deliver the shares within 20 days after the sale, evidence an expectation on the part of the seller that the securities will decline in value, and therefore signal to the market that the seller has no confidence in the Company or its short-term prospects. In addition, short sales may reduce the seller’s incentive to improve the Company’s performance. For these reasons, short sales of the Company’s securities are prohibited by this Policy. In addition, as noted below, Section 16(c) of the 1934 Act absolutely prohibits Section 16 reporting persons from making short sales of the Company’s equity securities.

A transaction in options is, in effect, a bet on the short-term movement of the Company’s stock and therefore creates the appearance that a Covered Person is trading based on inside information. Transactions in options also may focus an officer’s, director’s or employee’s attention on short-term performance at the expense of the Company’s long-term objectives. Accordingly, transactions in publicly traded options involving the Company’s equity securities, on an exchange or in any other organized market, are prohibited by this Policy.

Certain forms of hedging or monetization transactions, such as zero-cost collars and forward sale contracts, allow a Covered Person to lock in much of the value of his or her stock holdings, often in exchange for all or part of the potential for upside appreciation in the stock. These transactions allow the Covered Person to continue to own the covered securities, but without the full risks and rewards of

ownership. When that occurs, the Covered Person may no longer have the same objectives as the Company’s other stockholders. Therefore, this Policy prescribes limits on hedging transactions (hedging transactions satisfying such limits being referred to as “Permitted Hedging Transactions”) involving the Company’s equity securities as set forth below:

a)Except for Covered Persons to whom clauses (b) or (c) applies, all Covered Persons are permitted to enter into hedging transactions with respect to up to fifteen thousand (15,000) shares of vested Company securities beneficially owned by them so long as (i) such Covered Person has obtained the prior written approval of the General Counsel, (ii) such securities are not subject to restrictions on transfer under an agreement between such individual and the Company and (iii) each transaction is entered into by the Covered Person during an Open Trading Window;

b)Any Covered Person who (i) owns more than thirty thousand (30,000) vested Company securities, (ii) has been a Managing Director or its equivalent but no longer has significant management responsibilities, (iii) is not an executive officer or director of the Company, and (iv) does not serve on the Company’s Management, Operating, or Leadership committees (each a “Former Executive”) can enter into Hedging Transactions with respect to up to fifty percent (50%) of their vested Company securities so long as (x) such Covered Person has obtained the prior written approval of the General Counsel and the Chief Executive Officer, (y) such securities are not subject to restrictions on transfer under an agreement between such individual and the Company and (z) each transaction is entered into by the Covered Person during an Open Trading Window;

c)Any executive officer and director of the Company are prohibited from entering into any Hedging Transaction with respect to Company securities without the prior written approval of the General Counsel and the Company’s Audit Committee and so long as (i) such securities are not subject to restrictions on transfer under an agreement between such individual and the Company (ii) each transaction is entered into by the Covered Person during an Open Trading Window.

Purchasing on margin means borrowing from a brokerage firm, bank or other entity in order to purchase the Company’s securities (other than in connection with a cashless exercise of stock options through a broker under the Company’s equity plans). Margin purchases of the Company’s securities are prohibited by this Policy.

Pledging the Company’s securities as collateral to secure loans is prohibited, except in connection with Qualifying Loans. This prohibition means, among other things that, except as otherwise permitted hereunder, Company securities cannot be held in a “margin account” (which allows borrowing against one’s holdings to buy other securities). As used in this Section V.E., “Qualifying Loan” means a loan to an employee of the Company at the time such loan is made, which is (a) pursuant to a loan program approved by the Board and (b) secured by a pledge of no more than (i) for Covered Persons (other than those included in clause (b)(ii) or the last sentence of this Section), fifteen thousand (15,000) vested shares of the Company’s securities that are not subject to restrictions on transfer under an agreement between such individual and the Company and (ii) for Covered Persons who are now Former Executives, up to fifty percent (50%) of such person’s vested shares of the Company’s securities that are not subject to restrictions on transfer under an agreement between such individual and the Company. Executive officers and directors may not pledge the Company’s securities as collateral to secure a loan without the prior written approval of the General Counsel and the Audit Committee.

Rule 10b5-1 offers a safe harbor to protect Covered Persons from insider trading liability under Rule 10b5-1 for transactions under a previously established contract, plan or instruction to trade in the Company’s stock (a “Trading Plan”) entered into in good faith and in accordance with the terms of Rule 10b5-1 and all applicable state laws and will be exempt from the trading restrictions set forth in this Policy. The initiation of, and any modification to, any such Trading Plan will be deemed to be a transaction in the Company’s securities, and such initiation or modification is subject to all limitations and prohibitions relating to transactions in the Company’s securities. Each such Trading Plan, and any modification thereof, must be submitted to and pre-approved by the Company’s Chief Compliance Officer – U.S., or such other person as the General Counsel may designate from time to time (the “Authorizing Officer”), who may impose such conditions on the implementation and operation of the Trading Plan as the Authorizing Officer deems necessary or advisable. However, compliance of the Trading Plan to the terms of Rule 10b5-1 and the execution of transactions pursuant to the Trading Plan are the sole responsibility of the person initiating the Trading Plan, not the Company or the Authorizing Officer.

Rule 10b5-1 presents an opportunity for insiders to establish arrangements to sell (or purchase) Company securities without the restrictions of Open Trading Windows and Black-Out Periods, even when there is undisclosed material information. A Trading Plan may also help reduce negative publicity that may result when key executives sell the Company’s stock. Rule 10b5-1 only provides an “affirmative defense” in the event there is an insider trading lawsuit. It does not prevent someone from bringing a lawsuit.

A Covered Person may enter into a Trading Plan only when he or she is not in possession of material, non-public information, and only during an Open Trading Window. Although transactions effected under a Trading Plan will not require further pre-clearance at the time of the trade, any transaction (including the quantity and price) made pursuant to a Trading Plan of a Section 16 reporting person must be reported to the Company promptly on the day of each trade to permit the Company’s filing coordinator to assist in the preparation and filing of a required Form 4. Such reporting may be oral or in writing (including by e-mail) and should include the identity of the reporting person, the type of transaction, the date of the transaction, the number of shares involved and the purchase or sale price. However, the ultimate responsibility, and liability, for timely filing remains with the Section 16 reporting person.

The Company reserves the right from time to time to suspend, discontinue or otherwise prohibit any transaction in the Company’s securities, even pursuant to a previously approved Trading Plan, if the Authorizing Officer or the Board, in its discretion, determines that such suspension, discontinuation or other prohibition is in the best interests of the Company. Any Trading Plan submitted for approval hereunder should explicitly acknowledge the Company’s right to prohibit transactions in the Company’s securities. Failure to discontinue purchases and sales as directed shall constitute a violation of the terms of this Section VI and result in a loss of the exemption set forth herein.

Covered Persons may adopt Trading Plans with brokers that outline a pre- set plan for trading of the Company’s stock, including the exercise of options. Trades pursuant to a Trading Plan generally may occur at any time. However, the Company requires cooling-off periods between the establishment of a Trading Plan and commencement of any transactions under such plan in accordance with applicable law.

•First, before becoming aware of the information, the individual enters into a binding contract to purchase or sell the securities, provides instructions to another person to sell the securities or adopts a written plan for trading the securities (i.e., the Trading Plan).

Revocation of Trading Plans should occur only in unusual circumstances. Effectiveness of any revocation or amendment of a Trading Plan will be subject to the prior review and approval of the Authorizing Officer. Revocation is effected upon written notice to the broker. Once a Trading Plan has been revoked, the participant should wait at least 30 days before trading outside of a Trading Plan and 180 days before establishing a new Trading Plan, or such longer periods as may be required by applicable law.

A person acting in good faith may amend a prior Trading Plan so long as such amendments are made outside of a quarterly trading Black-Out Period and at a time when the Trading Plan participant does not possess material, non-public information. Plan amendments must not take effect for the periods ascribed by applicable law.

Under certain circumstances, a Trading Plan must be revoked. This may include circumstances such as the announcement of a merger or the occurrence of an event that would cause the transaction either to violate the law or to have an adverse effect on the Company. The Authorizing Officer or administrator of the Company’s stock plans is authorized to notify the broker in such circumstances, thereby insulating the insider in the event of revocation.

The Authorizing Officer of the Company must pre-approve any Trading Plan, arrangement or trading instructions, etc., involving potential sales or purchases of the Company’s stock or option exercises, including but not limited to, blind trusts, discretionary accounts with banks or brokers, or limit orders. The actual transactions effected pursuant to a pre-approved Trading Plan will not be subject to further pre-clearance for transactions in the Company’s stock once the Trading Plan or other arrangement has been pre-approved.

If required, an SEC Form 144 will be filled out and filed by the individual/brokerage firm in accordance with the existing rules regarding Form 144 filings. A footnote at the bottom of the Form 144 should indicate that the trades “are in accordance with a Trading Plan that complies with Rule 10b5-1 and expires [date].” For Section 16 reporting persons, Form 4s should be filed before the end of the second trading day following the date that the broker, dealer or plan administrator informs the individual that a transaction was executed, provided that the date of such notification is not later than the third trading day following the trade date. A similar footnote should be placed at the bottom of the Form 4 as outlined above.

The Company may make a public announcement that Trading Plans are being implemented in accordance with Rule 10b5-1. It will consider in each case whether a public announcement of a particular Trading Plan should be made. It may also make public announcements or respond to inquiries from the media as transactions are made under a Trading Plan.

The transactions prohibited under Section V of this Policy, including among others short sales and hedging transactions, may not be carried out through a Trading Plan or other arrangement or trading instruction involving potential sales or purchases of the Company’s securities.

None of the Company, the Chief Compliance Officer – U.S., the General Counsel, the Authorizing Officer, the Company’s other employees or any other person will have any liability for any delay in reviewing, or refusal of, a Trading Plan submitted pursuant to this Section VI or a request for pre-clearance submitted pursuant to Section IV of this Policy. Notwithstanding any review of a Trading Plan pursuant to this Section VI or pre-clearance of a transaction pursuant to Section IV of this Policy, none of the Company, the Chief Compliance Officer – U.S., the General Counsel, the Authorizing Officer, the Company’s other officers or employees or any other person assumes any liability for the legality or consequences of such Trading Plan or transaction to the person engaging in or adopting such Trading Plan or transaction.

After reading this Policy, all Covered Persons should execute and return to the Company’s Chief Compliance Officer – U.S. the Certification of Compliance form attached hereto as “Attachment A” or shall otherwise certify that they will comply fully with the policies and procedures contained in this Policy in a manner prescribed by the Company’s Chief Compliance Officer – U.S.

I certify with my signature below that I have received, reviewed and understand the above-referenced Policy Regarding the Trading of Company Securities and undertake, as a condition to my present and continued employment with (or, if I am not an employee, affiliation with) Houlihan Lokey, Inc., to comply fully with the policies and procedures contained therein as in effect on the date hereof or as it may hereafter be amended or otherwise modified.