STOCK TITAN

Shareholders back Moelis & Company (NYSE: MC) board, pay and auditor

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Moelis & Company reported the results of its 2026 Annual Meeting of Stockholders held on June 25, 2026. Stockholders elected seven directors to the board, with each nominee receiving more votes for than against. Support levels varied by director but all were approved with additional broker non-votes recorded.

Stockholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers, with over 80 million votes cast in favor versus approximately 25 million against. In addition, they ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026, with a large majority of votes cast in favor.

Positive

  • None.

Negative

  • None.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Say-on-pay votes for 80,732,541 votes Advisory approval of named executive officer compensation
Say-on-pay votes against 24,807,385 votes Advisory approval of named executive officer compensation
Auditor ratification votes for 110,693,108 votes Ratification of Deloitte & Touche LLP for 2026
Auditor ratification votes against 2,247,310 votes Ratification of Deloitte & Touche LLP for 2026
Broker non-votes on say-on-pay 6,996,824 votes Advisory vote on executive compensation
Votes for director Kenneth Moelis 104,126,855 votes Election to board of directors
Votes against director Kenneth Moelis 1,793,715 votes Election to board of directors
Broker non-votes on directors 6,996,824 votes Each director election proposal
non-binding advisory vote financial
"The non-binding, advisory vote on the compensation of the Company’s named executive officers was approved"
A non-binding advisory vote is a shareholder vote that expresses investors’ opinion on a proposal (such as executive pay, corporate policy, or governance practices) but does not legally force the company to act. Think of it like a customer survey: it signals whether owners approve or disapprove and can pressure boards and managers to change course, so investors watch the result as an indicator of governance risk and potential future shifts in company strategy or leadership.
broker non-votes financial
"Broker Non-Votes | | | 6,996,824"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
independent registered public accounting firm financial
"Deloitte & Touche LLP as our independent registered public accounting firm for 2026 was ratified"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
Annual Meeting of Stockholders financial
"held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”)"
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Learn about SEC filing dates
Moelis & Co false 0001596967 0001596967 2026-06-25 2026-06-25
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 26, 2026 (June 25, 2026)

 

 

 

LOGO

Moelis & Company

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware   001-36418   46-4500216
(State or Other Jurisdiction
of Incorporation)
 

(Commission

File Number)

  (IRS Employer
Identification No.)

399 Park Avenue

4th Floor

 
New York, New York     10022
(Address of Principal Executive Offices)     (Zip Code)

Registrant’s Telephone Number, Including Area Code: 212 883-3800

 

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange

on which registered

Class A Common Stock   MC   The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 


Item 5.07

Submission of Matters to a Vote of Security Holders.

(a) On June 25, 2026, Moelis & Company (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). (b) At the Annual Meeting, stockholders voted on proposals to (1) elect seven directors to the Company’s board of directors; (2) approve, on an advisory basis, the compensation of the Company’s named executive officers; and (3) ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. Following is the final tabulation of votes cast at the meeting.

Proposal 1:

Seven directors were elected to the board of directors, based upon the following final tabulation of votes:

 

Nominee

   Votes For      Votes
Against
     Abstain      Broker
Non-Votes
 

Kenneth Moelis

     104,126,855        1,793,715        48,546        6,996,824  

Navid Mahmoodzadegan

     105,104,622        815,023        49,471        6,996,824  

Eric Cantor

     103,627,123        2,293,044        48,949        6,996,824  

Thorold Barker

     105,230,158        717,326        21,632        6,996,824  

Louise Mirrer

     88,974,707        16,955,475        38,934        6,996,824  

Kenneth L. Shropshire

     93,123,872        12,806,996        38,248        6,996,824  

Laila J. Worrell

     90,059,432        15,864,346        45,338        6,996,824  

Proposal 2:

The non-binding, advisory vote on the compensation of the Company’s named executive officers was approved, based upon the following final tabulation of votes:

 

For

     80,732,541  

Against

     24,807,385  

Abstain

     429,190  

Broker Non-Votes

     6,996,824  

Proposal 3:

The appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2026 was ratified, based upon the following final tabulation of votes:

 

For

     110,693,108  

Against

     2,247,310  

Abstain

     25,522  

Broker Non-Votes

     0  

(c) Not applicable.

(d) Not applicable.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits:

 

Exhibit
Number
   Description
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

      MOELIS & COMPANY
Date: June 26, 2026     By:  

/s/ Osamu Watanabe

   

Name:

Title:

 

Osamu Watanabe

General Counsel and Secretary

FAQ

What did Moelis & Company (MC) shareholders vote on at the 2026 annual meeting?

Shareholders voted on electing seven directors, approving executive compensation on an advisory basis, and ratifying Deloitte & Touche LLP as independent auditor for 2026, with all three proposals receiving sufficient support to pass.

Were all Moelis & Company (MC) director nominees elected in 2026?

Yes. All seven director nominees were elected, each receiving more votes for than against. Vote totals differed by nominee but every candidate secured sufficient shareholder support, with additional broker non-votes recorded on each director proposal.

How did Moelis & Company (MC) shareholders vote on executive compensation in 2026?

Shareholders approved the non-binding advisory vote on named executive officer compensation, with 80,732,541 votes for, 24,807,385 against, and 429,190 abstentions, along with 6,996,824 broker non-votes recorded on this proposal.

Was Deloitte & Touche LLP reappointed as Moelis & Company (MC) auditor for 2026?

Yes. Shareholders ratified Deloitte & Touche LLP as the independent registered public accounting firm for 2026, with 110,693,108 votes for, 2,247,310 against, and 25,522 abstentions, and no broker non-votes on the auditor ratification proposal.

What are broker non-votes in the Moelis & Company (MC) 2026 meeting results?

Broker non-votes are shares held by brokers that were not voted on certain proposals. At the 2026 meeting, 6,996,824 broker non-votes were recorded on director elections and the executive compensation proposal, but none on the auditor ratification.

Filing Exhibits & Attachments

3 documents