SEC Filing - Evercore Inc.

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

HILTZ WILLIAM

(Last)

(First)

(Middle)

55 E. 52ND STREET

38TH FLOOR

(Street)

NEW YORK

10055

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/09/2009

3. Issuer Name and Ticker or Trading Symbol
Evercore Partners Inc. [ EVR ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Senior Managing Director

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Shares of Class A common stock, par value $0.01 per share	84,410⁽¹⁾	D⁽¹⁾
Shares of Class B common stock, par value $0.01 per share	1	D
Shares of Class B common stock, par value $0.01 per share	1	I	Shares held by trust⁽²⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Partnership units of Evercore LP⁽³⁾	⁽³⁾	⁽³⁾	Shares of Class A common stock, par value $0.01 per share	1,118,705	⁽³⁾	D
Partnership units of Evercore LP⁽³⁾	⁽³⁾	⁽³⁾	Shares of Class A common stock, par value $0.01 per share	83,418	⁽³⁾	I	Partnership units held by trust⁽²⁾

Explanation of Responses:

1. These 84,410 shares of Class A common stock are restricted stock units which were granted to Mr. Hiltz pursuant to the 2006 Evercore Partners Inc. Stock Incentive Plan.

2. These share are held by a grantor retained annuity trust of which Mr. Hiltz is the investment trustee.

3. Evercore LP units are, subject to certain restrictions in the Evercore LP partnership agreement, exchangeable on a one-for-one basis for shares of Evercore Partnership Inc. Class A common stock, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications.

	/s/ Adam B. Frankel, as-attorney-in fact	02/12/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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