<PAGE>
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q/A
AMENDMENT NO. 1
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1996 OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission file number 1-11855
HAMBRECHT & QUIST GROUP
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 94-3246636
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
One Bush Street
San Francisco, California 94104
(Address of principal executive offices, including zip code)
(415) 439-3000
(Registrant's telephone number, including area code)
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
--- ---
23,315,679 shares of Common Stock were issued and outstanding as of January
15, 1997.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>
This Amendment No. 1 to Quarterly Report on Form 10-Q/A (the "Amendment") of
Hambrecht & Quist Group (the "Company") is being filed for the sole purpose of
adding Part II, Item 2 - "Changes in Securities" which reads in its entirety as
set forth in this Amendment.
PART II - OTHER INFORMATION
Item 2. Changes in Securities.
(a) None.
(b) None.
(c) On October 1, 1996, the Company sold an aggregate of 340,622 shares of
its common stock to certain of its employees in exchange for
approximately $5,596,420 pursuant to the terms of the Company's 1996
Bonus and Deferred Sales Compensation Plan. The sale of such shares
of common stock was made pursuant to Section 4(2) of the Securities
Act of 1933, as amended.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
HAMBRECHT & QUIST GROUP,
a Delaware Corporation
DATE: March 17, 1997 By: /S/ PATRICK J. ALLEN
-----------------------------------
Patrick J. Allen
Chief Financial Officer
(On behalf of the Registrant and as
Principal financial and accounting
officer)