SEC Form 4 · accession 0001179110-18-000250
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
Dec 29, 2017
Accepted (ET)
Jan 3, 2018 · 4:17 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001596967
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Jan 2, 2018 | M | 69 | — | A | 10,707 | D | |
| Class A Common Stock | Jan 2, 2018 | F | 69 | $48.50 | D | 10,638 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2016 Incentive RSUs (December)F2 | — | Jan 2, 2018 | M | 69 | D | — | — | Class A Common Stock | 69 | 3,059 | D |
| 2017 Incentive RSUs (December)F3,F8,F4,F5,F6,F7 | $0.00 | Dec 29, 2017 | A | 2,030 | A | — | — | Class A Common Stock | 2,030 | 2,030 | D |
Explanation of responses
- F1Shares of Class A Common Stock were acquired in order to settle the tax obligation due upon the vesting of 624.97 units on December 30, 2017.
- F2The RSUs were settled for Class A common stock on January 2, 2018 in order to satisfy tax obligations.
- F3Grant 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.
- F4The RSUs will vest in equal installments on December 30, 2018, December 30, 2019, December 30, 2020, December 30, 2021 and December 30, 2022.
- F5If after December 30, 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.
- F6The 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 December 30, 2019 to take a full-time elected or appointed position in federal government, state government, or a national political party.
- F7RSUs granted based on $49.24 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 December 29, 2017.
- F8Each 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.