SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Pilcher Ciafone Katherine

(Last)

(First)

(Middle)

399 PARK AVE

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/01/2023

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

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Operating Officer

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
2018 Incentive RSUs⁽¹⁾	⁽²⁾	⁽²⁾	Class A Common Stock, par value $0.01	1,281.7	$0.00	D
2019 Incentive RSUs⁽¹⁾	⁽³⁾	⁽³⁾	Class A Common Stock, par value $0.01	5,256.46	$0.00	D
2020 Incentive RSUs⁽¹⁾	⁽⁴⁾	⁽⁴⁾	Class A Common Stock, par value $0.01	4,060.77	$0.00	D
2021 Incentive RSUs⁽¹⁾	⁽⁵⁾	⁽⁵⁾	Class A Common Stock, par value $0.01	5,143.75	$0.00	D
2022 Incentive RSUs⁽¹⁾	⁽⁶⁾	⁽⁶⁾	Class A Common Stock, par value $0.01	9,145.74	$0.00	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. Grant of Restricted Stock Units pursuant to the Moelis & Company 2014 Omnibus Incentive Plan.

2. Represents the amount of 2018 Incentive RSUs granted on February 14, 2019 plus any accrued dividend equivalent RSUs less any RSUs that have vested prior to the date of Ms. Pilcher Ciafone's appointment. The remaining RSUs vest on February 23, 2024.

3. Represents the amount of 2019 Incentive RSUs granted on February 13, 2020 plus any accrued dividend equivalent RSUs less any RSUs that have vested prior to the date of Ms. Pilcher Ciafone's appointment. The remaining RSUs vest in equal installments on February 23, 2024 and February 23, 2025.

4. Represents the amount of 2020 Incentive RSUs granted on February 19, 2021 plus any accrued dividend equivalent RSUs less any RSUs that have vested prior to the date of Ms. Pilcher Ciafone's appointment. The remaining RSUs vest in equal installments on February 23, 2024, February 23, 2025 and February 23, 2026.

5. Represents the amount of 2021 Incentive RSUs granted on February 17, 2022 plus any accrued dividend equivalent RSUs less any RSUs that have vested prior to the date of Ms. Pilcher Ciafone's appointment. The remaining RSUs vest in equal installments on February 23, 2024, February 23, 2025, February 23, 2026 and February 23, 2027.

6. Represents the amount of 2022 Incentive RSUs granted on February 16, 2023 plus any accrued dividend equivalent RSUs prior to the date of Ms. Pilcher Ciafone's appointment.The RSUs vest in equal installments on February 23, 2024, February 23, 2025, February 23, 2026, February 23, 2027 and February 23, 2028.

Remarks:

	/s/ Osamu Watanabe as attorney-in-fact for Kate Pilcher Ciafone	10/02/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.