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: JACOBS KENNETH M (Director, Chairman and CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-19	Performance-based Restricted Stock Units	$	A	265932	Acquired		Class A common stock (265932)	Direct
2015-02-19	Restricted Stock Units	$	A	18127	Acquired		Class A common stock (18127)	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, 78,264 will vest on March 2, 2015, 156,526 will vest on or around March 1, 2016 and 31,142 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, 6,275 will vest on March 2, 2015, 5,286 will vest on or around March 1, 2016, 3,233 will vest on or around March 1, 2017 and 3,333 will vest on or around March 1, 2018.

F6: Amounts exclude 1,123,919 shares of Class A common stock of Lazard Ltd beneficially owned by the reporting person.