Moelis & Co — Director's Dealing 2016

Feb 12, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Moelis & Co (MC)
CIK: 0001596967
Period of Report: 2015-02-13

Reporting Person: MOELIS KENNETH (Director, Chairman and CEO, 10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-13	MAM Employee Stock Options (Right to Buy)	$24.00	J	11552	Acquired	2020-04-22	Class A Common Stock (11552)	Indirect
2015-05-15	Stock Options (Right to Buy)	$24.00	D	11552	Acquired	2020-04-22	Class A Common Stock (11552)	Indirect
2015-10-30	MAM Employee Stock Options (Right to Buy)	$24.00	J	525	Acquired	2020-04-22	Class A Common Stock (525)	Indirect
2015-11-04	Stock Options (Right to Buy)	$24.00	D	525	Acquired	2020-04-22	Class A Common Stock (525)	Indirect

Footnotes

F1: At the time of the IPO, Moelis Asset Management ("MAM") purchased options (the "Options") to purchase shares of the Company's Class A common stock (the "Common Stock") from the Company in order for MAM to grant stock options (the "MAM Employee Options") to purchase Common Stock to certain MAM employees. Certain MAM employees who were granted MAM Employee Options have terminated their employment and in accordance with the terms of the MAM Employee Options, MAM employees forfeited the MAM Employee Options to MAM. The MAM Employee Options vest in installments of 25% on April 22, 2017, 25% on April 22, 2018 and 50% on April 22, 2019. The MAM Employee Options expire on April 22, 2020.

F2: Certain MAM employees who were granted MAM Employee Options have terminated their employment and in accordance with the terms of the MAM Employee Options, MAM employees forfeited the MAM Employee Options to MAM.

F3: Represents MAM Employee Options forfeited to MAM by MAM employees, which were cancelled. Mr. Moelis has a controlling interest in MAM.

F4: At the time of the IPO, MAM purchased Options from the Company in order for MAM to grant MAM Employee Options to certain MAM employees. After forfeiture of the MAM Employee Options to MAM, MAM sold the Options to Moelis & Company. These Options are exercisable at any time and expire on April 22, 2020.

F5: At the time of the IPO, MAM purchased Options from the Company in order for MAM to grant MAM Employee Options to certain MAM employees. After forfeiture of the MAM Employee Options to MAM, MAM sold the Options to Moelis & Company. Mr. Moelis has dispositive power over the Options as a result of his controlling interest in MAM.