Filing Details

Accession Number:
0001179110-14-017403
Form Type:
4
Zero Holdings:
No
Publication Time:
2014-12-02 17:09:13
Reporting Period:
2014-12-01
Filing Date:
2014-12-02
Accepted Time:
2014-12-02 17:09:13
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1596967 Moelis & Co MC Investment Advice (6282) 464500216
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1604685 Navid Mahmoodzadegan C/O Moelis &Amp; Company
399 Park Avenue, 5Th Floor
New York NY 10022
Managing Director Yes Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock, Par Value $0.01 Acquisiton 2014-12-01 79,960 $0.00 79,960 No 4 M Indirect By trust
Class A Common Stock, Par Value $0.01 Acquisiton 2014-12-01 11,833 $0.00 11,833 No 4 M Indirect By trust
Class A Common Stock, Par Value $0.01 Disposition 2014-12-01 79,960 $31.75 0 No 4 S Indirect By trust
Class A Common Stock, Par Value $0.01 Disposition 2014-12-01 11,833 $31.75 0 No 4 S Indirect By trust
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 M Indirect By trust
No 4 M Indirect By trust
No 4 S Indirect By trust
No 4 S Indirect By trust
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock, Par Value $0.01 Partnership Interests Disposition 2014-12-01 79,960 $0.00 79,960 $0.00
Class A Common Stock, Par Value $0.01 Partnership Intersts Disposition 2014-12-01 11,833 $0.00 11,833 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
3,130,581 No 4 M Indirect
463,317 No 4 M Indirect
Footnotes
  1. Represents transaction by Mahmoodzadegan-Gappy Trust, of which Mr. Mahmoodzadegan is a beneficiary. Mr. Mahmoodzadegan shares voting and dispositive power over the assets of the trust.
  2. Pursuant to the underwriting agreement for the November 24, 2014 public offering of Moelis & Company Class A common stock, the underwriters exercised their option to purchase additional shares of common stock from the holder as part of the offering. In connection with the closing of such exercise on December 1, 2014, certain of the holder's partnership interests ("Partnership Interests") in Moelis & Company Partner Holdings LP ("Partner Holdings") were exchanged for an equal number of Class A partnership units ("Group Units") in Moelis & Company Group LP ("Group LP") and the Group Units were exchanged for an equal number of shares of Moelis & Company Class A common stock. The exchanges were approved by the Company's board of directors under Rule 16b-3.
  3. Represents transaction by Mahmoodzadegan-Gappy Annuity Trust, of which Mr. Mahmoodzadegan is a beneficiary.
  4. From this price, the holder paid an underwriting discount of $1.349375 per share to the underwriters in connection with the offering.
  5. Partnership Interests are exchangeable for an equal number of Group Units. Each Group Unit is exchangeable for a share of Moelis & Company Class A common stock (subject to customary adjustments) or cash, at Group LP's option.
  6. Pursuant to Group LP's agreement of limited partnership, Group Units held by the reporting person are not exchangeable for Moelis & Company Class A common stock until the expiration or waiver of certain lockup periods, commencing on the fourth anniversary of the closing of the initial public offering of Moelis & Company Class A common stock. The form of Group LP's agreement of limited partnership has been filed as an exhibit to Moelis & Company's registration statement on Form S-1 (File No. 333194306) dated April 8, 2014.