Moelis & Co — Director's Dealing 2017

Feb 24, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Moelis & Co (MC)
CIK: 0001596967
Period of Report: 2017-02-22

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-22	Class A Common Stock	A	35982.1879	—	Acquired	141135.1879	Direct
2017-02-22	Class A Common Stock	D	0.1879	$6.95	Disposed	141135	Direct
2017-02-22	Class A Common Stock	S	35982	$36.99	Disposed	105153	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-02-22	2015 Incentive RSUs	$	M	35982.1879	Disposed		Class A Common Stock (35982.1879)	Direct
2017-02-23	2016 Incentive RSUs	$	A	91125.	Acquired		Class A Common Stock (91125)	Direct

Footnotes

F1: Shares of Class A Common Stock were acquired upon settlement of Restricted Stock Units (RSUs).

F2: Pursuant to the terms of the RSUs, fractional shares were settled in cash.

F3: Based on the price per share of Class A common stock of $36.99.

F4: The RSUs were settled for Class A common stock on February 22, 2017.

F5: Each 2016 Incentive RSU represents the right to receive upon settlement either, at Moelis & Company's option, a share of Class A common stock or an amount in cash equal to the fair market value of such share. Grant of Restricted Stock Units pursuant to the Moelis & Company 2014 Omnibus Incentive Plan.

F6: The 2016 Incentive Restricted Stock Units vest in equal installments on February 23, 2018, February 23, 2019, February 23, 2020, February 23, 2021, and February 23, 2022.