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Filing Details

Accession Number:: 0001179110-17-006285
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2017-04-28 16:32:07
Reporting Period:: 2017-04-26

Filing Date:: 2017-04-28
Accepted Time:: 2017-04-28 16:32:07
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
1604686	Kenneth Moelis	C/O Moelis &Amp; Company 399 Park Ave, 5Th Floor New York NY 10022	Chairman And Ceo	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Acquisiton	2017-04-26	32,504	$0.00	137,657	No	4	M	Direct
Class A Common Stock	Disposition	2017-04-26	0	$16.42	137,657	No	4	D	Direct
Class A Common Stock	Disposition	2017-04-26	32,504	$38.12	105,153	No	4	S	Direct
Class A Common Stock	Acquisiton	2017-04-26	30	$0.00	105,183	No	4	M	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	D	Direct
No	4	S	Direct
No	4	M	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	2014 Incentive Restricted Stock Units	Disposition	2017-04-26	32,504	$0.00	32,504	$0.00
Class A Common Stock	Class B Common Stock, par value $0.01	Disposition	2017-04-26	54,678	$0.02	30	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
65,019			No	4	M	Direct
25,726,639			No	4	M	Indirect

Footnotes

Shares of Class A Common Stock were acquired upon settlement of Restricted Stock Units (RSUs).
Pursuant to the terms of the RSUs, fractional shares were settled in cash.
Based on the price per share of Class A common stock of $38.12.
The RSUs were settled for Class A common stock on April 26, 2017.
Each share of Moelis & Company (the "Company") Class B common stock is convertible into approximately 0.00055 shares of Moelis & Company Class A common stock in certain circumstances, including when and if certain holders of Moelis & Company Group LP ("Group LP") Class A partnership units elect to exchange such units for Moelis & Company Class A common stock. Such conversions of Class B common stock may often result in conversion into less than 1 share of Class A common stock and in such case in lieu of such fractional share, Moelis & Company will pay the holder (Moelis & Company Partner Holdings LP) cash equal to the Value (as defined in the Company's Amended and Restated Certificate of Incorporation) of the fractional share of Class A common stock.
In addition, upon the forfeiture or other retirement of Group LP Class A partnership units, Moelis & Company generally will repurchase a corresponding number of shares of Class B common stock from the holder at the Value (as defined in the Company's Amended and Restated Certificate of Incorporation) of the underlying Class A common stock into which such Class B common stock is convertible. The transactions reported on this Form 4 are repurchases as described in this Footnote (5).
The transactions reported in this Form 4 were approved by the issuer's Board of Directors pursuant to Exchange Act Rule 16b-3.
Conversions and repurchase transactions referred to in Footnotes (5) and (6) are expected to occur on a regular, periodic basis.
The conversion covered by this footnote automatically occurred pursuant to the terms of the Company's Amended and Restated Certificate of Incorporation on April 26, 2017 when certain Class A partnership units in Moelis & Company Group LP ("Group Units") were exchanged by the holders thereof for the Company's Class A common stock.
Price per Class B share.