Moelis & Co (NYSE: MC) accounting officer settles RSUs and withholds shares for tax

Rhea-AI Filing Summary

Moelis & Co principal accounting officer Nick Riehl reported equity compensation activity involving restricted stock units and related tax withholding. On February 19, 2026, 61.430 2024 Incentive Restricted Stock Units were exercised at $0.0000 per unit and settled into 61.430 shares of Class A common stock, as described in the footnotes.

To cover tax obligations, 25.430 shares of Class A common stock were disposed of in a tax-withholding transaction coded “F” at $62.7300 per share, leaving 36.000 Class A shares held directly after these transactions. These movements reflect compensation settlement rather than open-market buying or selling.

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Riehl Nick

(Last) (First) (Middle)

399 PARK AVE

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Principal Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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
Class A Common Stock	02/19/2026		M		61.43	A	(1)	61.43	D
Class A Common Stock	02/19/2026		F		25.43	D	$62.73	36	D

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
2024 Incentive Restricted Stock Units(2)	(2)	02/19/2026		M			61.43	(2)	(2)	Class A Common Stock	61.43	$0	187.41	D

Explanation of Responses:

1. Shares of Class A Common Stock were acquired upon settlement of Restricted Stock Units (RSUs).

2. The RSUs were settled for Class A common stock on February 19, 2026.

	/s/ Osamu Watanabe as attorney-in-fact for Nick Riehl	02/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Moelis & Co (MC) report for Nick Riehl?

Moelis & Co reported that principal accounting officer Nick Riehl settled 61.430 restricted stock units into Class A common shares. As part of this equity compensation event, some of the resulting shares were used to satisfy tax withholding obligations rather than being sold in the open market.

How many Moelis & Co (MC) RSUs did Nick Riehl convert into stock?

Nick Riehl converted 61.430 2024 Incentive Restricted Stock Units into 61.430 shares of Moelis & Co Class A common stock. The footnotes explain that the RSUs were settled for stock on February 19, 2026, as part of his equity compensation program at the firm.

Why were some Moelis & Co (MC) shares disposed of in this Form 4?

The filing shows a disposition of 25.430 Class A shares under transaction code “F”, which indicates shares were surrendered to cover tax liabilities. This is a tax-withholding disposition, not an open-market sale, tied directly to the restricted stock unit settlement on February 19, 2026.

How many Moelis & Co (MC) shares does Nick Riehl hold after these transactions?

After the reported transactions, Nick Riehl directly holds 36.000 shares of Moelis & Co Class A common stock. This balance reflects the 61.430 shares received from RSU settlement, reduced by 25.430 shares delivered to satisfy tax withholding obligations associated with that compensation event.

What do the Form 4 transaction codes M and F mean for Moelis & Co (MC)?

Code “M” indicates an exercise or conversion of a derivative security, here restricted stock units converting into Class A shares. Code “F” reflects payment of exercise price or tax liability by delivering securities, meaning shares were withheld to cover taxes instead of being sold in the market.

Were the Moelis & Co (MC) insider transactions open-market buys or sells?

The reported transactions were not open-market trades. Shares were acquired through the settlement of 61.430 restricted stock units and partially disposed of under code “F” to satisfy tax liabilities, indicating automatic tax withholding rather than discretionary buying or selling on an exchange.