SEC Form 4 · accession 0001179110-18-006866
Moelis & Co · MC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph Simon
Officer — Chief Financial Officer
Period of report
May 14, 2018
Accepted (ET)
May 16, 2018 · 4:05 pm EDT
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 Stock | May 14, 2018 | M | 1,263 | $19.45 | A | 1,263 | D | |
| Class A Common Stock | May 14, 2018 | S | 1,263 | $56.718 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Top Up Options (Right to Buy)F1,F2,F3 | $19.45 | May 14, 2018 | M | 1,263 | D | — | — | Class A Common Stock | 1,263 | 2,528 | D |
Explanation of responses
- F1Grant of stock options pursuant to the Moelis & Company 2014 Omnibus Plan.
- F2The Top Up Options were originally issued at $25.00. Moelis & Company (the "Company") paid special dividends of $5.55, in aggregate, through March 31, 2018. 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 $5.55 from $25.00 per share to $19.45 per share. Such options are held by certain current and former employees of the Company, including officers and directors.
- F3The Top Up Options vest 25% on April 22, 2017, 25% on April 22, 2018 and 50% on April 22, 2019. The Top Up Options expire on April 22, 2020.