SEC Form 4 · accession 0001179110-17-005574
Moelis & Co · MC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Eric Cantor
Officer — MD & Vice Chairman · Director
Period of report
Mar 31, 2017
Accepted (ET)
Apr 4, 2017 · 4:52 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001596967
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2017 Incentive RSUs (March)F1,F6,F2,F3,F4,F5 | $0.00 | Mar 31, 2017 | A | 2,685 | A | — | — | Class A Common Stock | 2,685 | 2,685 | D |
| 2017 Restricted Stock Unit Award for MDF6,F2,F5 | $0.00 | Mar 31, 2017 | A | 26,852 | A | — | — | Class A Common Stock | 26,852 | 26,852 | D |
Explanation of responses
- F1Grant of Restricted Stock Units ("RSUs") pursuant to the employment agreement between Mr. Cantor and Moelis & Company Group LP ("Group LP"), described in the Company's Form 8-K dated September 2, 2014, and the Moelis & Company 2014 Omnibus Incentive Plan.
- F2The RSUs will vest in equal installments on March 31, 2018, March 31, 2019, March 31, 2020, March 31, 2021 and March 31, 2022.
- F3If after March 31, 2019, Mr. Cantor notifies Group LP of his intent to terminate his employment to take a full-time elected or appointed position in federal government, state government, or national political party, the RSUs will continue to vest on their vesting schedule, subject to not engaging in certain detrimental activities; provided if applicable ethics rules for such position prohibit ownership of the unvested RSUs, such RSUs shall vest as of his commencement of such position.
- F4The RSUs will be forfeited if Group LP terminates Mr. Cantor for cause or if Mr. Cantor terminates his employment other than (i) for good reason or (ii) after March 31, 2019 to take a full-time elected or appointed position in federal government, state government, or a national political party.
- F5RSUs granted based on $37.24 per share of Class A common stock, which was the average closing price of the Company's common stock on the five trading days prior to March 31, 2017.
- F6Each RSU represents the right to receive upon settlement, at the Company's option, either one share of Class A common stock or an amount of cash equal to the fair market value of such share. Grant of Restricted Stock Units pursuant to the Moelis & Company 2014 Omnibus Incentive Plan