Washington, D.C. 20549

FORM 12b-25



SEC FILE NUMBER: 001-33961


CUSIP NUMBER: 431466101


(Check one):   ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D
    ¨ Form N-SAR ¨ Form N-CSR      
    For Period Ended: September 30, 2022
    ¨ Transition Report on Form 10-K    
    ¨ Transition Report on Form 20-F    
    ¨ Transition Report on Form 11-K    
    ¨ Transition Report on Form 10-Q    
    ¨ Transition Report on Form N-SAR    
    For the Transition Period Ended:  
Read Instructions (on back page) Before Preparing Form. Please Print or Type.
Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.


If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:




Hill International, Inc.
Full Name of Registrant
Former Name if Applicable

One Commerce Square

2005 Market Street, 17th Floor 

Address of Principal Executive Office (Street and Number)
Philadelphia, Pennsylvania 19103
City, State and Zip Code


PART II - RULES 12b-25(b) AND (c)


If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)


  (a) The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense
x (b) The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and
  (c) The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.







State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.


The Registrant is unable to file, without unreasonable effort and expense, its Quarterly Report on Form 10-Q for the period ended September 30, 2022 within the prescribed time period because additional time is needed to complete certain administrative and other procedures relating to our ongoing review of information for our quarterly financial statements. The additional time needed arises primarily from our need to hire additional outside accounting support as a result of finance department staff shortages. We intend to file our Form 10-Q within the extended deadline (five calendar days following November 9, the regular filing due date of the Form 10-Q) provided under Rule 12b-25.




  (1) Name and telephone number of person to contact in regard to this notification
    Todd Weintraub   215   309-7700
    (Name)   (Area Code)   (Telephone Number)
  (2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s).
            x Yes ¨ No
  (3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?
            ¨ Yes x No
    If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.




(Name of Registrant as Specified in Charter)


has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.


Date: November 10, 2022   By: /s/ Todd Weintraub
      Name: Todd Weintraub
      Title: Senior Vice President and Chief Financial Officer


INSTRUCTION: The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative’s authority to sign on behalf of the registrant shall be filed with the form.


Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).