Lazard, Inc. — Director's Dealing 2016

Mar 1, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Lazard Ltd (LAZ)
CIK: 0001311370
Period of Report: 2016-02-26

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-03-01	Class A Common Stock	M	102677	—	Acquired	164778	Direct
2016-03-01	Class A Common Stock	D	50579	$35.18	Disposed	114199	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-02-26	Restricted Stock Units	$	A	17227	Acquired		Class A Common Stock (17227)	Direct
2016-03-01	Restricted Stock Units	$	M	22260	Disposed	2016-03-01	Class A Common Stock (22260)	Direct
2016-03-01	Performance-based Restricted Stock Units	$	M	80417	Disposed	2016-03-01	Class A Common Stock (80417)	Direct

Footnotes

F1: Shares of Class A common stock were acquired upon the vesting of the relevant portion of prior grants of Performance-based Restricted Stock Units ("PRSUs") and Restricted Stock Units ("RSUs") awarded with respect to compensation for 2012, including certain RSUs that had been acquired pursuant to the dividend equivalent reinvestment provisions of the underlying PRSU and RSU awards. The grants were previously reflected in Lazard Ltd's proxy statements.

F2: Represents shares of Class A common stock sold to the Company to cover estimated taxes arising from the vesting of PRSUs and RSUs.

F3: Represents the New York Stock Exchange closing price of Class A common stock on February 29, 2016, the trading day immediately preceding the vesting date.

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

F5: Each RSU represents a contingent right to receive one share of Class A common stock.

F6: Of these RSUs, 4,440 vested on March 1, 2016, 3,500 will vest on or around March 1, 2017, 3,655 will vest on or around March 1, 2018 and 5,632 will vest on or around March 1, 2019.

F7: Each RSU, and each PRSU (the performance conditions of which have been satisfied), represented or represents a contingent right to receive one share of Class A common stock.