Moelis & Co — Director's Dealing 2014

Apr 17, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Moelis & Co (MC)
CIK: 0001596967
Period of Report: 2014-04-15

Reporting Person: WATANABE OSAMU R. (General Counsel and Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-04-15	Class A Common Stock	A	131	—	Acquired	131	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-04-15	Incentive Restricted Stock Units	$	A	10400	Acquired		Class A Common Stock (10400)	Direct
2014-04-15	LTI Restricted Stock Units	$	A	10000	Acquired		Class A Common Stock (10000)	Direct
2014-04-15	Top Up Options (Right to Buy)	$25.00	A	5776	Acquired		Class A Common Stock (5776)	Direct
2014-04-15	IPO Options (Right to Buy)	$25.00	A	20000	Acquired		Class A Common Stock (20000)	Direct

Footnotes

F1: Issued in consideration for settlement of certain appreciation rights.

F2: 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.

F3: The Incentive Restricted Stock Units vest in equal installments on April 22, 2017, April 22, 2018 and April 22, 2019.

F4: The LTI Restricted Stock Units vest in full on April 22, 2019.

F5: The Top Up Options vest in installments of 1,444 shares on April 22, 2017, 1,444 shares on April 22, 2018 and 2,888 shares on April 22, 2019. The Top Up Options expire on April 22, 2020.

F6: Grant of Stock Options pursuant to the Moelis & Company 2014 Omnibus Incentive Plan.

F7: The IPO Options vest in full on April 22, 2019. The IPO Options expire on April 22, 2020.