SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Cantor Eric

(Last)

(First)

(Middle)

C/O MOELIS & COMPANY

399 PARK AVENUE, 5TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Moelis & Co [ MC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice Chairman, MD

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/01/2019		M		26,557.848	A	⁽¹⁾	58,189.848	D
Class A Common Stock	05/01/2019		F		11,985.848	D	$37.5	46,204	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
2014 Incentive RSUs Granted in 2015 (December)⁽²⁾	⁽²⁾	05/01/2019		M			1,574.39	⁽²⁾	⁽²⁾	Class A Common Stock	1,574.39	$0.00	3,148.787	D
2015 Incentive RSUs⁽²⁾	⁽²⁾	05/01/2019		M			5,336.933	⁽²⁾	⁽²⁾	Class A Common Stock	5,336.933	$0.00	10,673.867	D
2015 Incentive RSUs (March)⁽²⁾	⁽²⁾	05/01/2019		M			1,536.708	⁽²⁾	⁽²⁾	Class A Common Stock	1,536.708	$0.00	1,536.708	D
2016 Incentive RSUs⁽²⁾	⁽²⁾	05/01/2019		M			3,212.004	⁽²⁾	⁽²⁾	Class A Common Stock	3,212.004	$0.00	9,637.229	D
2016 Incentive RSUs (March)⁽²⁾	⁽²⁾	05/01/2019		M			944.96	⁽²⁾	⁽²⁾	Class A Common Stock	944.96	$0.00	1,889.919	D
2016 Incentive RSUs Granted (December)⁽²⁾	⁽²⁾	05/01/2019		M			714.82	⁽²⁾	⁽²⁾	Class A Common Stock	714.82	$0.00	2,144.484	D
2017 Incentive RSUs⁽²⁾	⁽²⁾	05/01/2019		M			5,215.825	⁽²⁾	⁽²⁾	Class A Common Stock	5,215.825	$0.00	20,864.442	D
2017 Restricted Stock Unit Award for MD⁽²⁾	⁽²⁾	05/01/2019		M			6,468.057	⁽²⁾	⁽²⁾	Class A Common Stock	6,468.057	$0.00	19,406.579	D
2017 Incentive RSUs (March)⁽²⁾	⁽²⁾	05/01/2019		M			646.806	⁽²⁾	⁽²⁾	Class A Common Stock	646.806	$0.00	1,940.417	D
2017 Incentive RSUs (December)⁽²⁾	⁽²⁾	05/01/2019		M			463.78	⁽²⁾	⁽²⁾	Class A Common Stock	463.78	$0.00	1,855.127	D
2018 Incentive RSUs (March)⁽²⁾	⁽²⁾	05/01/2019		M			443.566	⁽²⁾	⁽²⁾	Class A Common Stock	443.566	$0.00	1,775.365	D

Explanation of Responses:

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

2. The RSUs were settled for Class A common stock on May 1, 2019.

Remarks:

	/s/ Osamu Watanabe as attorney-in-fact for Eric Cantor	05/03/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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