13D Filing: Engine Capital, L.P. and Hill International Inc. (HIL)

The following constitutes
the Schedule 13D filed by the undersigned (the “Schedule 13D”).

Item 1.

Security and Issuer.

This statement relates
to the Common Stock, $0.0001 par value (the “Shares”), of Hill International, Inc., a Delaware corporation (the “Issuer”).
The address of the principal executive offices of the Issuer is One Commerce Square, 2005 Market Street, 17^th Floor,
Philadelphia, Pennsylvania 19103.

Item 2.

Identity and Background.

(a)       This
statement is filed by:

(i)

Engine Capital, L.P., a Delaware limited partnership (“Engine Capital”), with respect to the Shares directly and beneficially owned by it;

(ii)

Engine Jet Capital, L.P., a Delaware limited partnership (“Engine Jet”), with respect to the Shares directly and beneficially owned by it;

(iii)

Engine Capital Management, LLC, a Delaware limited liability company (“Engine Management”), as the investment manager of each of Engine Capital and Engine Jet;

(iv)

Engine Investments, LLC, a Delaware limited liability company (“Engine Investments”), as the general partner of each of Engine Capital and Engine Jet;

(v)

Arnaud Ajdler, as the managing member of Engine Management and Engine Investments;

Each of the foregoing
is referred to as a “Reporting Person” and collectively as the “Reporting Persons.” Each of the Reporting
Persons is party to that certain Joint Filing Agreement, as further described in Item 6. Accordingly, the Reporting Persons are
hereby filing a joint Schedule 13D.

(b)       The
address of the principal office of each of Engine Capital, Engine Jet, Engine Management, Engine Investments, and Mr. Ajdler is
1370 Broadway, 5th Floor, New York, New York 10018.

(c)       The
principal business of each of Engine Capital and Engine Jet is investing in securities. Engine Management is the investment manager
of each of Engine Capital and Engine Jet. Engine Investments serves as the general partner of each of Engine Capital and Engine
Jet. Mr. Ajdler serves as the managing member of each of Engine Management and Engine Investments.

(d)       No
Reporting Person, nor any person listed on Schedule A to the Schedule 13D, annexed hereto, has, during the last five (5)
years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).