Lazard, Inc. — Director's Dealing 2017

May 15, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Lazard Ltd (LAZ)
CIK: 0001311370
Period of Report: 2017-05-15

Reporting Person: BHUTANI ASHISH (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-15	Restricted Class A Common Stock	M	3955	—	Acquired	49280	Direct
2017-05-15	Restricted Class A Common Stock	F	2208	$44.63	Disposed	47072	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-05-15	Restricted Stock Units	$	M	3955	Disposed		Restricted Class A Common Stock (3955)	Direct

Footnotes

F1: The reporting person is eligible for retirement under the Company's RSU Retirement Policy, which is described in the Company's 2017 Proxy Statement. As a result, certain Restricted Stock Units ("RSUs") that were previously granted to the reporting person pursuant to the dividend equivalent reinvestment provisions of an underlying Performance-based Restricted Stock Unit ("PRSU") award are no longer subject to the service-based vesting requirements contained in the underlying award agreement. Such RSUs have now become subject to taxation and have been settled in the form of Restricted Class A Common Stock. The Restricted Class A Common Stock, excluding the portion retained by the Company in order to cover taxes required to be withheld, will remain subject to all restrictive covenants and sales restrictions contained in the underlying award agreement until the original vesting date set forth in the award agreement.

F2: Represents shares of Restricted Class A Common Stock retained by the Company to cover taxes required to be withheld in connection with the settlement of RSUs.

F3: Represents the New York Stock Exchange closing price of Class A Common Stock on May 12, 2017, the trading day immediately preceding the settlement date.

F4: Amount excludes 523,456 shares of Class A Common Stock beneficially owned by the reporting person.