(a)>>>>>Greenhill Co., Inc. (Greenhill) held its annual meeting of stockholders on April 24, 2019 (the Annual Meeting).

(b)>>>>>>At the Annual Meeting, Greenhills stockholders voted on (1) the election of directors, (2) an advisory vote to approve Greenhills named executive officer compensation, (3) a stockholder proposal to amend Greenhills bylaws to have directors elected by majority vote, (4) the ratification of the selection of Ernst Young LLP as Greenhills independent auditors for the fiscal year ending December 31, 2019 and (5) the approval of the 2019 Equity Incentive Plan.

The votes cast by the holders of Greenhills common stock on each of the foregoing proposals were as follows:

Proposal 1> Election of directors.

Greenhills stockholders elected the following seven directors to each serve a one-year term. The final tabulation of votes with respect to each nominee for office was as follows:

Proposal 2> Advisory vote to approve Greenhills named executive officer compensation.

Greenhills stockholders approved the non-binding, advisory vote on named executive officer compensation (say-on-pay) based upon the following final tabulation of votes:

Proposal 3> Stockholder Proposalamendment of bylaws to have directors elected by majority vote.

Greenhills stockholders voted for the Stockholder Proposal to amend Greenhills bylaws to have directors elected by majority vote based upon the following final tabulation of votes:

Proposal 4> Ratification of the selection of Ernst Young LLP as Greenhills independent auditors for the fiscal year ending December 31, 2019.

Greenhills stockholders ratified the selection of Ernst Young LLP as Greenhills independent auditors for the fiscal year ending December 31, 2019 based upon the following final tabulation of votes:

Proposal 5> Approval of the 2019 Equity Incentive Plan.

Greenhills stockholders voted for the approval of the 2019 Equity Incentive Plan based upon the following final tabulation of votes:

Item 8.01. Other Events.

As previously disclosed, Mr. Robert F. Greenhill relinquished his role as Chairman of the Board of Directors (the Board) following the Annual Meeting and the Board appointed Mr. Scott L. Bok as its new Chairman in addition to his role as Chief Executive Officer. Mr. Greenhill remains a director and will carry the title Founder and Senior Chairman.

About GREENHILL & CO., INC. (NYSE:GHL)

Greenhill & Co., Inc. is an investment bank. The Company provides financial and advisory services on domestic and cross-border mergers and acquisitions, divestitures, restructurings, financings, capital raising and other transactions to a diverse client base, including corporations, partnerships, institutions and governments. The Company also provides advice in connection with defense preparedness, activist response strategies and other mission critical situations. On merger and acquisition engagements, the Company provides a range of advises to clients in relation to domestic and cross-border mergers, acquisitions, divestitures, spin-offs and other transactions, through all stages of a transaction’s life cycle, from initial structuring and negotiation to final execution. The Company acts for clients located across the world from its offices located in the United States, the United Kingdom, Germany, Sweden, Australia, Japan, Hong Kong, Singapore, Canada and Brazil.