Filing Details
- Accession Number:
- 0001209191-23-012989
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2023-02-24 20:26:28
- Reporting Period:
- 2023-02-22
- Accepted Time:
- 2023-02-24 20:26:28
- 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 |
|---|---|---|---|---|---|---|---|
| 1604659 | Elizabeth Crain | C/O Moelis &Amp; Company 399 Park Avenue, 5Th Floor New York NY 10022 | Chief Operating Officer | 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 | Acquisiton | 2023-02-22 | 26,052 | $0.00 | 26,052 | No | 4 | M | Direct | |
| Class A Common Stock | Disposition | 2023-02-22 | 4,457 | $42.06 | 21,595 | No | 4 | F | Direct | |
| Class A Common Stock | Disposition | 2023-02-22 | 10,419 | $42.06 | 11,176 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | F | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Class A Common Stock | 2017 Incentive Restricted Stock Units | Disposition | 2023-02-22 | 5,981 | $0.00 | 5,981 | $0.00 |
| Class A Common Stock | 2018 Incentive Restricted Stock Units | Disposition | 2023-02-22 | 5,767 | $0.00 | 5,767 | $0.00 |
| Class A Common Stock | 2019 Incentive Restricted Stock Units | Disposition | 2023-02-22 | 9,561 | $0.00 | 9,561 | $0.00 |
| Class A Common Stock | 2020 Incentive Restricted Stock Units | Disposition | 2023-02-22 | 4,743 | $0.00 | 4,743 | $0.00 |
| Class A Common Stock | 2021 Vested LP Units of Moelis & Company Group Employee Hold | Acquisiton | 2023-02-22 | 6,818 | $0.00 | 6,818 | $0.00 |
| Class A Common Stock | 2021 LP Units of Moelis & Company Group Employee Holdings LP | Acquisiton | 2023-02-22 | 25,850 | $0.00 | 25,850 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | No | 4 | M | Direct | ||
| 5,768 | No | 4 | M | Direct | ||
| 19,122 | No | 4 | M | Direct | ||
| 14,231 | No | 4 | M | Direct | ||
| 6,818 | No | 4 | A | Direct | ||
| 25,850 | No | 4 | A | Direct |
Footnotes
- Shares of Class A Common Stock were acquired upon settlement of Restricted Stock Units (RSUs).
- Class A Common Stock sold by Ms. Crain in order to raise proceeds to satisfy tax obligations triggered by delivery of the Class A Common Stock upon settlement of the RSUs. Federal taxes are not withheld from Class A Common Stock delivered to Ms. Crain upon settlement of RSUs because she is a partner in Moelis & Company Partner Holdings LP.
- The RSUs were settled for Class A common stock on February 22, 2023.
- Limited partnership units ("LP Units") of Moelis & Company Group Employee Holdings LP ("MCGEH") may be redeemed by the holder for shares of Class A Common Stock on a one-for-one basis pursuant to the terms of the Second Amended and Restated Limited Partnership Agreement of MCGEH.
- Reflects a profits interest award in the form of LP Units granted to the Reporting Person on February 17, 2022 in connection with compensation awarded for the 2021 fiscal year (the "2021 Vested LP Units"). The 2021 Vested LP Units vest at grant and may be redeemed by the holder for shares of Class A Common Stock on a one-for-one basis on the third anniversary of the grant date (February 2025) and a sufficient amount of profits have been allocated to the holder of the LP Units (the "Book-Up"). On February 22, 2023, the Issuers Compensation Committee certified the achievement of the Book-Up. In addition, the LP Units are subject to sale and non-compete restrictions through the third anniversary of the grant date. The redemption rights described herein do not expire.
- Reflects a profits interest award in the form of LP Units granted to the Reporting Person on February 17, 2022 in connection with compensation awarded for the 2021 fiscal year (the "2021 LP Units"). The 2021 LP Units vest over four years as follows: (a) 40% vests on February 23, 2024, and (b) and 20% vests on each of February 23, 2025, February 23, 2026 and February 23, 2027, These 2021 LP Units may be redeemed by the holder for shares of Class A Common Stock on a one-for-one basis after the LP Units become vested and a sufficient amount of profits have been allocated to the holder of the LP Units (the "Book-Up"). On February 22, 2023, the Issuers Compensation Committee certified the achievement of the Book-Up. These 2021 LP Units remain subject to the time-based vesting requirements described herein. The redemption rights described herein do not expire.
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