0001209191-23-012998.txt : 20230224 0001209191-23-012998.hdr.sgml : 20230224 20230224203043 ACCESSION NUMBER: 0001209191-23-012998 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230222 FILED AS OF DATE: 20230224 DATE AS OF CHANGE: 20230224 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAICH JEFFREY CENTRAL INDEX KEY: 0001604691 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36418 FILM NUMBER: 23669660 MAIL ADDRESS: STREET 1: C/O MOELIS & COMPANY STREET 2: 399 PARK AVENUE, 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Moelis & Co CENTRAL INDEX KEY: 0001596967 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 464500216 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 399 PARK AVENUE, 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 883-3800 MAIL ADDRESS: STREET 1: 399 PARK AVENUE, 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2023-02-22 0 0001596967 Moelis & Co MC 0001604691 RAICH JEFFREY C/O MOELIS & COMPANY 399 PARK AVENUE, 5TH FLOOR NEW YORK NY 10022 1 1 0 0 Co-President, MD Class A Common Stock 2023-02-22 4 M 0 58495.85 A 58495.85 D Class A Common Stock 2023-02-22 4 F 0 10179.85 42.06 D 48316 D Class A Common Stock 2023-02-22 4 M 0 32986 A 81302 D Class A Common Stock 2023-02-22 4 S 0 36592 42.06 D 44710 D 2017 Incentive Restricted Stock Units 2023-02-22 4 M 0 24821.73 0.00 D Class A Common Stock 24821.73 0 D 2018 Incentive Restricted Stock Units 2023-02-22 4 M 0 16565.11 0.00 D Class A Common Stock 16565.11 16566.54 D 2019 Incentive Restricted Stock Units 2023-02-22 4 M 0 17109.01 0.00 D Class A Common Stock 17109.01 34218.03 D 2020 LP Units of Moelis & Company Group Employee Holdings LP 2023-02-22 4 M 0 32986 D Class A Common Stock 32986 49479 D 2021 Vetsed LP Units of Moelis&Co Group Employee Holdings LP 2023-02-22 4 A 0 34094 0.00 A Class A Common Stock 34094 34094 D 2021 LP Units of Moelis & Company Group Employee Holdings LP 2023-02-22 4 A 0 82109 0.00 A Class A Common Stock 82109 82109 D Shares of Class A Common Stock were acquired upon settlement of Restricted Stock Units (RSUs). On February 22, 2023 certain of the holder's LP units in Moelis & Company Group Employee Holdings LP ("MCGEH") granted in February 2021 for compensation awarded for the 2020 fiscal year (the "2020 LP Units") were exchanged for an equal number of shares of Moelis & Company Class A common stock pursuant to the terms of the Second Amended and Restated Limited Partnership Agreement of MCGEH. Class A Common Stock sold by Mr. Raich in order to raise proceeds to satisfy tax obligations triggered by delivery of the Class A Common Stock upon settlement of the RSUs and LP units. Federal taxes are not withheld from Class A Common Stock delivered to Mr. Raich upon settlement of RSUs and exchange of LP units because he is a partner in Moelis & Company Partner Holdings LP. The RSUs were settled for Class A common stock on February 22, 2023. Certain of the 2020 LP Units became eligible for exchange into Class A Common Stock following vesting and Book-Up (as defined below). The 2020 LP Units vest over four years as follows: (a) 40% vested on February 23, 2023, and (b) and 20% vests on each of February 23, 2024, February 23, 2025 and February 23, 2026, These 2020 LP Units may be redeemed by the holder for shares of Class A Common Stock on a one-for-one basis after the LP Units become vested and a sufficient amount of profits have been allocated to the holder of the LP Units (the "Book-Up"). Limited partnership units of MCGEH may be redeemed by the holder for shares of Class A Common Stock on a one-for-one basis pursuant to the terms of the Second Amended and Restated Limited Partnership Agreement of MCGEH. Reflects a profits interest award in the form of LP Units granted to the Reporting Person on February 17, 2022 in connection with compensation awarded for the 2021 fiscal year (the "2021 Vested LP Units"). The 2021 Vested LP Units vest at grant and may be redeemed by the holder for shares of Class A Common Stock on a one-for-one basis on the third anniversary of the grant date (February 2025) and a sufficient amount of profits have been allocated to the holder of the LP Units (the "Book-Up"). On February 22, 2023, the Issuers Compensation Committee certified the achievement of the Book-Up. In addition, the LP Units are subject to sale and non-compete restrictions through the third anniversary of the grant date. The redemption rights described herein do not expire. Reflects a profits interest award in the form of LP Units granted to the Reporting Person on February 17, 2022 in connection with compensation awarded for the 2021 fiscal year (the "2021 LP Units"). The 2021 LP Units vest over four years as follows: (a) 40% vests on February 23, 2024, and (b) and 20% vests on each of February 23, 2025, February 23, 2026 and February 23, 2027, These 2021 LP Units may be redeemed by the holder for shares of Class A Common Stock on a one-for-one basis after the LP Units become vested and a sufficient amount of profits have been allocated to the holder of the LP Units (the "Book-Up"). On February 22, 2023, the Issuers Compensation Committee certified the achievement of the Book-Up. These 2021 LP Units remain subject to the time-based vesting requirements described herein. The redemption rights described herein do not expire. /s/ Osamu Watanabe as attorney-in-fact for Jeffrey Raich 2023-02-24