Cantor Eric Form 4 Moelis & Co / Eric Cantor ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Cantor Eric

(Last) (First) (Middle)

C/O MOELIS & COMPANY

399 PARK AVENUE, 5TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Moelis & Co [ MC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Vice Chairman, MD

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
2015 Incentive RSUs Granted in 2015 (Quarterly Awards)	$0.00(1)	06/30/2020		A		43.36		(2)	(2)	Class A Common Stock	43.36	$0.00	5,342.29	D
2015 Incentive RSUs	$0.00(1)	06/30/2020		A		47.65		(3)	(3)	Class A Common Stock	47.65	$0.00	5,870.88	D
2016 Incentive RSUs Granted in 2016 (Quarterly Awards)	$0.00(1)	06/30/2020		A		58.07		(4)	(4)	Class A Common Stock	58.07	$0.00	7,153.97	D
2016 Incentive RSUs	$0.00(1)	06/30/2020		A		57.37		(5)	(5)	Class A Common Stock	57.37	$0.00	7,068.04	D
2017 Incentive RSUs Granted in 2017 (Quarterly Awards)	$0.00(1)	06/30/2020		A		54.63		(6)	(6)	Class A Common Stock	54.63	$0.00	6,729.73	D
2017 Incentive RSUs	$0.00(1)	06/30/2020		A		139.73		(7)	(7)	Class A Common Stock	139.73	$0.00	17,214.19	D
2017 Restricted Stock Unit Award for MD	$0.00(1)	06/30/2020		A		115.53		(8)	(8)	Class A Common Stock	115.53	$0.00	14,232.96	D
2017 Long Term Incentive Award	$0.00(1)	06/30/2020		A		97.02		(7)	(7)	Class A Common Stock	97.02	$0.00	11,952.8	D
2018 Incentive RSUs Granted in 2018 (Quarterly Awards)	$0.00(1)	06/30/2020		A		60.24		(9)	(9)	Class A Common Stock	60.24	$0.00	7,422.01	D
2018 Incentive RSUs	$0.00(1)	06/30/2020		A		270.74		(10)	(10)	Class A Common Stock	270.74	$0.00	33,354.18	D
2019 Incentive RSUs Granted in 2019 (Quarterly Awards)	$0.00(1)	06/30/2020		A		95.19		(11)	(11)	Class A Common Stock	95.19	$0.00	11,727.31	D
2019 Incentive RSUs	$0.00(1)	06/30/2020		A		304.78		(12)	(12)	Class A Common Stock	304.78	$0.00	37,548.23	D

Explanation of Responses:

1. Each Restricted Stock Unit represents the right to receive upon settlement either, at Moelis & Company's option, a share of Class A common stock or an amount of cash equal to the fair market value of such share.

2. RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued quarterly in 2015 as follows: (1) 14.18 RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on June 30, 2015 (and dividend equivalents thereon), (2) 15.13 RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on September 30, 2015 (and dividend equivalents thereon) and (3) 14.06 RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on December 31, 2015 (and dividend equivalents thereon). In all cases, the dividend equivalent RSUs will vest concurrently with the vesting of the respective unvested underlying RSUs.

3. RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on February 24, 2016 (and dividend equivalents subsequently issued thereon). The dividend equivalent RSUs will vest concurrently with the vesting of the unvested underlying RSUs.

4. RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued quarterly in 2016 as follows: (1) 8.44 RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on March 31, 2016 (and dividend equivalents subsequently issued thereon), (2) 19.51 RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on June 30, 2016 (and dividend equivalents subsequently issued thereon), (3) 17.35 RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on September 30, 2016 (and dividend equivalents subsequently issued thereon), and (4) 12.77 RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on December 30, 2016 (and dividend equivalents subsequently issued thereon). In all cases, the dividend equivalent RSUs will vest concurrently with the vesting of the respective unvested underlying RSUs.

5. RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on February 23, 2017 (and dividend equivalents subsequently issued thereon). The dividend equivalent RSUs will vest concurrently with the vesting of the unvested underlying RSUs.

6. RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued quarterly in 2017 as follows: (1) 11.55 RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on March 31, 2017 (and dividend equivalents thereon), (2) 16.23 RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued June 30, 2017 (and dividend equivalents thereon) and (3) 14.43 RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on September 30, 2017 (and dividend equivalents thereon), and (4) 12.42 RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on December 29, 2017. In all cases, the dividend equivalent RSUs will vest concurrently with the vesting of the respective unvested underlying RSUs.

7. RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on February 15, 2018 (and dividend equivalents issued thereon). The dividend equivalent RSUs will vest concurrently with the vesting of the unvested underlying RSUs.

8. RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on March 31, 2017 (and dividend equivalents subsequently issued thereon). The dividend equivalent RSUs will vest concurrently with the vesting of the unvested underlying RSUs.

9. RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued quarterly in 2018 as follows: (1) 11.89 RSUs were issued as dividend equivalents on holder's unvested underling RSUs issued on March 29, 2018 (and dividend equivalents thereon), (2) 13.06 RSUs were issued as dividend equivalents on holder's unvested underling RSUs issued on June 29, 2018 (and dividend equivalents thereon) (3) 13.33 RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on September 28, 2018 and (4) 21.96 RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on December 31, 2018. In all cases, the dividend equivalent RSUs will vest concurrently with the vesting of the respective unvested underlying RSUs.

10. RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on February 14, 2019 (and dividend equivalents issued thereon). The dividend equivalent RSUs will vest concurrently with the vesting of the unvested underlying RSUs.

11. RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued quarterly in 2019 as follows: (1) 17.17 RSUs were issued as dividend equivalents on holder's unvested underling RSUs issued on March 29, 2019 (and dividend equivalents thereon), (2) 25.56 RSUs were issued as dividend equivalents on holder's unvested underling RSUs issued on June 28, 2019 (and dividend equivalents thereon), (3) 26.55 RSUs were issued as dividend equivalents on holder's unvested underling RSUs issued on September 30, 2019 (and dividend equivalents thereon) and (4) 25.91 RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on December 31, 2019. In all cases, the dividend equivalent RSUs will vest concurrently with the vesting of the respective unvested underlying RSUs.

12. RSUs were issued as dividend equivalents on holder's unvested underlying RSUs issued on February 13, 2020 (and dividend equivalents issued thereon). The dividend equivalent RSUs will vest concurrently with the vesting of the unvested underlying RSUs.

Remarks:

	/s/ Osamu Watanabe as attorney-in-fact for Eric Cantor	07/02/2020
	** Signature of Reporting Person	Date
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