Moelis & Co — Director's Dealing 2014

Jul 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Moelis & Co (MC)
CIK: 0001596967
Period of Report: 2014-07-01

Reporting Person: Shropshire Kenneth (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-07-01	Restricted Stock Units	$	A	1190	Acquired		Class A Common Stock (1190)	Direct
2014-07-01	Restricted Stock Units	$	A	297	Acquired		Class A Common Stock (297)	Direct

Footnotes

F1: Each Restricted Stock Unit represents the right to receive upon settlement either, at Moelis & Company's option, a share of Class A common stock or an amount of cash equal to the fair market value of such share. Grant of Restricted Stock Units pursuant to the Moelis & Company 2014 Omnibus Incentive Plan.

F2: Restricted Stock Units granted to Nonemployee Director based on $33.61 per share of Class A Common Stock, which was the closing price of the Company's Class A common stock on the NYSE on June 30, 2014.

F3: The Restricted Stock Units vest on July 1, 2014 and settlement is within 60 days following July 1, 2016.

F4: The Restricted Stock Units vest 25% on each of October 1, 2014, January 1, 2015, April 1, 2015 and July 1, 2015 if Mr. Shropshire is a Nonemployee Director on such dates. Settlement of the Restricted Stock Units vesting on October 1, 2014 will be delayed until on or after October 13, 2014.