Form 4 for MC Moelis & Co
Accepted 2023-02-24 00:00:00 ET · period of report 2023-02-22 · accession 0001209191-23-012998 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2023-02-24 | 2023-02-22 | MC | RAICH JEFFREY | Co-Pres, MD, Dir | S - Sale+OE | $42.06 | -36.6K | 44.7K | -45% | -$1.54M |
| DM | 2023-02-24 | 2023-02-22 | MC | RAICH JEFFREY | Co-Pres, MD, Dir | M - OptEx | — | +91.5K | 58.5K | New | — |
| D | 2023-02-24 | 2023-02-22 | MC | RAICH JEFFREY | Co-Pres, MD, Dir | F - Tax | $42.06 | -10.2K | 48.3K | -17% | -$428.2K |
| DM | 2023-02-24 | 2023-02-22 | MC | RAICH JEFFREY | Co-Pres, MD, Dir | M - OptEx | $0.00 | -91.5K | 49.5K | -65% | $0 |
| DM | 2023-02-24 | 2023-02-22 | MC | RAICH JEFFREY | Co-Pres, MD, Dir | A - Grant | $0.00 | +116.2K | 82.1K | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2023-02-22 | S | D | 36,592 | $42.06 | 44,710 | D | — | — | (F3) 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. |
| 2 | Common | Class A Common Stock | 2023-02-22 | M | A | 32,986 | — | 81,302 | D | — | — | (F2) 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. |
| 3 | Common | Class A Common Stock | 2023-02-22 | F | D | 10,179.85 | $42.06 | 48,316 | D | — | — | |
| 4 | Common | Class A Common Stock | 2023-02-22 | M | A | 58,495.85 | — | 58,495.85 | D | — | — | (F1) Shares of Class A Common Stock were acquired upon settlement of Restricted Stock Units (RSUs). |
| 5 | Derivative | 2017 Incentive Restricted Stock Units | 2023-02-22 | M | D | 24,821.73 | $0.00 | 0 | D | — · — to — | 24,821.73 Class A Common Stock | (F4) The RSUs were settled for Class A common stock on February 22, 2023. |
| 6 | Derivative | 2018 Incentive Restricted Stock Units | 2023-02-22 | M | D | 16,565.11 | $0.00 | 16,566.54 | D | — · — to — | 16,565.11 Class A Common Stock | (F4) The RSUs were settled for Class A common stock on February 22, 2023. |
| 7 | Derivative | 2019 Incentive Restricted Stock Units | 2023-02-22 | M | D | 17,109.01 | $0.00 | 34,218.03 | D | — · — to — | 17,109.01 Class A Common Stock | (F4) The RSUs were settled for Class A common stock on February 22, 2023. |
| 8 | Derivative | 2020 LP Units of Moelis & Company Group Employee Holdings LP | 2023-02-22 | M | D | 32,986 | — | 49,479 | D | — · — to — | 32,986 Class A Common Stock | (F5) Certain of the 2020 LP Units became eligible for exchange into Class A Common Stock following vesting and Book-Up (as defined below). (F2) 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. (F6) 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"). |
| 9 | Derivative | 2021 Vetsed LP Units of Moelis&Co Group Employee Holdings LP | 2023-02-22 | A | A | 34,094 | $0.00 | 34,094 | D | — · — to — | 34,094 Class A Common Stock | (F7) 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. (F8) 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. |
| 10 | Derivative | 2021 LP Units of Moelis & Company Group Employee Holdings LP | 2023-02-22 | A | A | 82,109 | $0.00 | 82,109 | D | — · — to — | 82,109 Class A Common Stock | (F7) 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. (F9) 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. |