8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): December 13, 2016

MOELIS & COMPANY

(Exact name of registrant as specified in its charter)

Delaware	001-36418	46-4500216
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

399 Park Avenue, 5th Floor
New York, New York	10022
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (212) 883-3800

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

oWritten communications pursuant to Rule 425 under the Securities Act

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Item 8.01 Other Events.

On December 13, 2016, Moelis & Company issued a press release announcing the declaration of a special dividend of $1.25 per share payable on January 5, 2017 to common stockholders of record on December 23, 2016.  A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

As required under Section 5 of the Company’s 2014 Omnibus Incentive Plan, the Compensation Committee of the Company’s Board of Directors equitably reduced the exercise price of the Company’s outstanding options to purchase common stock by $1.25 from $23.20 per share to $21.95 per share.  Such options are held by certain current and former employees of the Company, including officers and directors.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits

Exhibit Number	Description
99.1	Press release of Moelis & Company dated December 13, 2016

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	MOELIS & COMPANY
	By:	/s/ Osamu Watanabe
		Name: Osamu Watanabe
		Title: General Counsel and Secretary
Date: December 13, 2016

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EXHIBIT INDEX

Exhibit Number	Description
99.1	Press release of Moelis & Company dated December 13, 2016.

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EX-99.1

Exhibit 99.1

Moelis & Company Declares Special Dividend of $1.25 Per Share

New York, December 13, 2016: Moelis & Company (NYSE: MC), a leading global independent investment bank, today announced that its Board of Directors has declared a special dividend of $1.25 per share payable on January 5, 2017 to common stockholders of record on December 23, 2016.

“Our focus on internal talent development and organic growth continues to drive exceptionally high Return on Invested Capital and strong cash flow which we are committed to returning to our shareholders.  Including the special dividend announced today, we will have returned $5.69 per share to investors since our IPO less than three years ago while maintaining a debt-free balance sheet,” said Ken Moelis, Chairman and Chief Executive Officer of Moelis & Company.

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About Moelis & Company

Moelis & Company is a leading global independent investment bank that provides innovative strategic advice and solutions to a diverse client base, including corporations, governments and financial sponsors.  The Firm assists its clients in achieving their strategic goals by offering comprehensive integrated financial advisory services across all major industry sectors.  Moelis & Company’s experienced professionals advise clients on their most critical decisions, including mergers and acquisitions, recapitalizations and restructurings, capital markets transactions, and other corporate finance matters.  The Firm serves its clients with about 650 employees based in 17 offices in North and South America, Europe, the Middle East, Asia and Australia. For further information, please visit: www.moelis.com.

Investor Contact:

Michele Miyakawa

Moelis & Company

T: + 1 310 443 2344

michele.miyakawa@moelis.com

Media Contact:

Andrea Hurst

Moelis & Company

T: + 1 212 883 3666

M: + 1 347 583 9705

andrea.hurst@moelis.com