Moelis CFO granted dividend-equivalent RSUs

Moelis & Co’s CFO received small dividend-equivalent RSU grants that vest with prior unvested incentive RSUs and may settle in stock or cash.

Rhea-AI Filing Summary

Moelis & Co (symbol: MC) is the issuer of record for a Form 4 filing submitted to the SEC. Callesano Christopher reported acquisition or exercise transactions in this Form 4 filing.

Moelis & Co (MC) reported that its Chief Financial Officer, Christopher Callesano, received grants of dividend-equivalent Incentive RSUs on September 17, 2026 tied to previously granted RSUs. The awards cover 4.28, 13.50, 13.91, and 14.81 Incentive RSUs relating to 2021–2024 incentive grants. Each RSU represents a right to receive either a share of Class A common stock or cash equal to the share’s fair market value, at the company’s option, and will vest concurrently with the corresponding unvested underlying Incentive RSUs.

Insider Trade Summary

Grant/Award: 46.5 shares

Grant/Award 4 txns

Insider Callesano Christopher

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	2021 Incentive RSUs F1, F2	4.28	$0.00	$0.00
Grant/Award	2022 Incentive RSUs F1, F3	13.5	$0.00	$0.00
Grant/Award	2023 Incentive RSUs F1, F4	13.91	$0.00	$0.00
Grant/Award	2024 Incentive RSUs F1, F5	14.81	$0.00	$0.00

Holdings After Transaction: 2021 Incentive RSUs — 396.44 contracts (Direct); 2022 Incentive RSUs — 1,249.48 contracts (Direct); 2023 Incentive RSUs — 1,287.83 contracts (Direct); 2024 Incentive RSUs — 1,370.82 contracts (Direct)

Footnotes (5)

1. F1. Each Restricted Stock Unit (RSU) 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. F2. Incentive RSUs were issued as dividend equivalents on the holder's unvested underlying Incentive RSUs issued on February 17, 2022 (and dividend equivalents subsequently issued thereon). The dividend equivalent Incentive RSUs will vest concurrently with the vesting of the unvested underlying Incentive RSUs.
3. F3. Incentive RSUs were issued as dividend equivalents on the holder's unvested underlying Incentive RSUs issued on February 16, 2023 (and dividend equivalents subsequently issued thereon). The dividend equivalent Incentive RSUs will vest concurrently with the vesting of the unvested underlying Incentive RSUs.
4. F4. Incentive RSUs were issued as dividend equivalents on the holder's unvested underlying Incentive RSUs issued on February 15, 2024 (and dividend equivalents subsequently issued thereon). The dividend equivalent Incentive RSUs will vest concurrently with the vesting of the unvested underlying Incentive RSUs.
5. F5. Incentive RSUs were issued as dividend equivalents on the holder's unvested underlying Incentive RSUs issued on February 13, 2025 (and dividend equivalents subsequently issued thereon). The dividend equivalent Incentive RSUs will vest concurrently with the vesting of the unvested underlying Incentive RSUs.

Key Figures

2021 Incentive RSUs granted: 4.28 RSUs 2022 Incentive RSUs granted: 13.50 RSUs 2023 Incentive RSUs granted: 13.91 RSUs +5 more

8 metrics

2021 Incentive RSUs granted 4.28 RSUs Dividend-equivalent Incentive RSUs granted to CFO on September 17, 2026

2022 Incentive RSUs granted 13.50 RSUs Dividend-equivalent Incentive RSUs granted to CFO on September 17, 2026

2023 Incentive RSUs granted 13.91 RSUs Dividend-equivalent Incentive RSUs granted to CFO on September 17, 2026

2024 Incentive RSUs granted 14.81 RSUs Dividend-equivalent Incentive RSUs granted to CFO on September 17, 2026

2021 Incentive RSUs holding after grant 396.44 RSUs Total Incentive RSUs of 2021 type directly held following September 17, 2026 grant

2022 Incentive RSUs holding after grant 1,249.48 RSUs Total Incentive RSUs of 2022 type directly held following September 17, 2026 grant

2023 Incentive RSUs holding after grant 1,287.83 RSUs Total Incentive RSUs of 2023 type directly held following September 17, 2026 grant

2024 Incentive RSUs holding after grant 1,370.82 RSUs Total Incentive RSUs of 2024 type directly held following September 17, 2026 grant

Key Terms

Restricted Stock Unit (RSU), dividend equivalents, Class A common stock, fair market value, +1 more

5 terms

Restricted Stock Unit (RSU) financial

"Each Restricted Stock Unit (RSU) represents the right to receive upon settlement"

A restricted stock unit (RSU) is a promise from a company to give an employee company shares (or cash equal to their value) at a future date if certain conditions are met, such as staying with the company or hitting performance targets. For investors, RSUs matter because when they convert into actual shares they increase the number of shares available and can create selling pressure as employees cash out—think of them as a future paycheck paid in company stock.

dividend equivalents financial

"Incentive RSUs were issued as dividend equivalents on the holder's unvested"

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

Class A common stock financial

"a share of Class A common stock or an amount of cash equal"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

fair market value financial

"cash equal to the fair market value of such share"

The price a willing buyer and a willing seller would agree on for an asset or security when neither is under pressure and both have access to the same information. Think of it as the market’s neutral estimate of what something is worth, like the price two neighbors would settle on for a car after comparing similar listings. Investors care because fair market value guides buying and selling decisions, tax reporting, portfolio valuation, and how accurately company assets are reflected in financial statements.

Incentive RSUs financial

"Incentive RSUs were issued as dividend equivalents on the holder's unvested"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Moelis & Co (MC) disclose about the CFO’s equity awards on this Form 4?

The filing shows CFO Christopher Callesano received four grants of dividend-equivalent Incentive RSUs on September 17, 2026, linked to previously issued unvested Incentive RSUs from 2022, 2023, 2024 and 2025 award dates.

How many Incentive RSUs did the Moelis & Co (MC) CFO acquire in each 2021–2024 RSU grant bucket?

On September 17, 2026, the CFO received 4.28 2021 Incentive RSUs, 13.50 2022 Incentive RSUs, 13.91 2023 Incentive RSUs, and 14.81 2024 Incentive RSUs as dividend-equivalent awards.

What does each RSU represent in the Moelis & Co (MC) Form 4 for the CFO?

Each Restricted Stock Unit (RSU) represents the right to receive, upon settlement, either one share of Moelis & Co Class A common stock or an amount of cash equal to the fair market value of such share, at the company’s option.

When will the dividend-equivalent Incentive RSUs for Moelis & Co (MC) CFO vest?

The filing states the dividend-equivalent Incentive RSUs will vest concurrently with the vesting of the related unvested underlying Incentive RSUs originally issued on February 17, 2022; February 16, 2023; February 15, 2024; and February 13, 2025.

Does the Moelis & Co (MC) Form 4 indicate trades under a Rule 10b5-1 plan?

No. The document-level indicator shows no Rule 10b5-1 trading plan is reported for these transactions, which are coded as grant or award acquisitions of RSUs rather than market purchases or sales.

Are these Moelis & Co (MC) RSU grants paid in shares or cash?

The filing states each RSU may settle in either one share of Class A common stock or in cash equal to the share’s fair market value, at Moelis & Co’s option, upon settlement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/21/2026 - 05:08 PM Accepted by SEC EDGAR 09/21/2026 - 05:07 PM Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Callesano Christopher

(Last) (First) (Middle)

399 PARK AVE

(Street)

NEW YORK NEW YORK 10022

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/17/2026

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

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

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

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
2021 Incentive RSUs	$0(1)	09/17/2026		A		4.28		(2)	(2)	Class A Common Stock	4.28	$0	396.44	D
2022 Incentive RSUs	$0(1)	09/17/2026		A		13.5		(3)	(3)	Class A Common Stock	13.5	$0	1,249.48	D
2023 Incentive RSUs	$0(1)	09/17/2026		A		13.91		(4)	(4)	Class A Common Stock	13.91	$0	1,287.83	D
2024 Incentive RSUs	$0(1)	09/17/2026		A		14.81		(5)	(5)	Class A Common Stock	14.81	$0	1,370.82	D

Explanation of Responses:

1. Each Restricted Stock Unit (RSU) 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. Incentive RSUs were issued as dividend equivalents on the holder's unvested underlying Incentive RSUs issued on February 17, 2022 (and dividend equivalents subsequently issued thereon). The dividend equivalent Incentive RSUs will vest concurrently with the vesting of the unvested underlying Incentive RSUs.

3. Incentive RSUs were issued as dividend equivalents on the holder's unvested underlying Incentive RSUs issued on February 16, 2023 (and dividend equivalents subsequently issued thereon). The dividend equivalent Incentive RSUs will vest concurrently with the vesting of the unvested underlying Incentive RSUs.

4. Incentive RSUs were issued as dividend equivalents on the holder's unvested underlying Incentive RSUs issued on February 15, 2024 (and dividend equivalents subsequently issued thereon). The dividend equivalent Incentive RSUs will vest concurrently with the vesting of the unvested underlying Incentive RSUs.

5. Incentive RSUs were issued as dividend equivalents on the holder's unvested underlying Incentive RSUs issued on February 13, 2025 (and dividend equivalents subsequently issued thereon). The dividend equivalent Incentive RSUs will vest concurrently with the vesting of the unvested underlying Incentive RSUs.

	/s/ Osamu Watanabe as attorney-in-fact for Christopher Callesano	09/21/2026
	** 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 4 (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.
* Form 4: SEC 1474 (03-26)