Lazard, Inc. — Director's Dealing 2015

Feb 23, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Lazard Ltd (LAZ)
CIK: 0001311370
Period of Report: 2015-02-19

Reporting Person: Stern Alexander F. (Chief Operating Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-19	Performance-based Restricted Stock Units	$	A	111392	Acquired		Class A common stock (111392)	Direct
2015-02-19	Restricted Stock Units	$	A	9345	Acquired		Class A common stock (9345)	Direct

Footnotes

F1: Represents prior grants of Performance-based Restricted Stock Units ("PRSUs") awarded with respect to compensation for 2012 and 2013 for which performance conditions have been satisfied. These grants were previously reflected in Lazard Ltd's proxy statements for the relevant years.

F2: Each PRSU (the performance conditions of which have been satisfied) and each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Class A common stock of Lazard Ltd.

F3: Of these PRSUs, 31,076 will vest on March 2, 2015, 62,150 will vest on or around March 1, 2016 and 18,166 will vest on or around March 1, 2017.

F4: Additional RSUs were acquired pursuant to the dividend equivalent reinvestment provisions of underlying PRSU and RSU awards.

F5: Of these RSUs, 3,097 will vest on March 2, 2015, 2,392 will vest on or around March 1, 2016, 1,886 will vest on or around March 1, 2017 and 1,970 will vest on or around March 1, 2018.

F6: Amounts exclude 602 shares of Class A common stock of Lazard Ltd beneficially owned by the reporting person.