Moelis & Company (NYSE: MC) CFO awarded additional RSU dividend equivalents

Rhea-AI Filing Summary

Moelis & Company reported an equity compensation change for its Chief Financial Officer, Christopher Callesano, in a Form 4 dated 12/04/2025. The filing shows the CFO received multiple grants of incentive restricted stock units (RSUs) as dividend equivalents on existing unvested RSUs from the company’s 2020–2024 incentive programs.

New dividend-equivalent incentive RSUs were credited on December 4, 2025, including 4.3 units tied to 2020 awards, 7.44 units tied to 2021 awards, 17.58 units tied to 2022 awards, 16.1 units tied to 2023 awards, and 16.07 units tied to 2024 awards. Following these transactions, the CFO beneficially owns 444.01, 767.8, 1,814.93, 1,662.43 and 1,658.54 derivative securities under the respective incentive RSU programs, all held directly.

Each RSU represents the right to receive either one share of Moelis Class A common stock or cash equal to its fair market value upon settlement at an exercise price of $0. The dividend-equivalent RSUs will vest at the same time as the related underlying unvested incentive RSUs from grant dates in February 2021, 2022, 2023, 2024 and 2025.

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^*

Callesano Christopher

(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)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/04/2025

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
2020 Incentive RSUs	$0(1)	12/04/2025		A		4.3		(2)	(2)	Class A Common Stock	4.3	$0	444.01	D
2021 Incentive RSUs	$0(1)	12/04/2025		A		7.44		(3)	(3)	Class A Common Stock	7.44	$0	767.8	D
2022 Incentive RSUs	$0(1)	12/04/2025		A		17.58		(4)	(4)	Class A Common Stock	17.58	$0	1,814.93	D
2023 Incentive RSUs	$0(1)	12/04/2025		A		16.1		(5)	(5)	Class A Common Stock	16.1	$0	1,662.43	D
2024 Incentive RSUs	$0(1)	12/04/2025		A		16.07		(6)	(6)	Class A Common Stock	16.07	$0	1,658.54	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 19, 2021 (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 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.

4. 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.

5. 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.

6. 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	12/05/2025
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Moelis & Company (MC) report in this Form 4?

The filing reports that Moelis & Company’s Chief Financial Officer, Christopher Callesano, received additional incentive RSUs as dividend equivalents on December 4, 2025, tied to his existing unvested RSU awards.

Who is the reporting person in the Moelis & Company (MC) Form 4 and what is their role?

The reporting person is Christopher Callesano, who is identified as an officer of Moelis & Company with the title Chief Financial Officer.

What types of securities were involved in the Moelis (MC) CFO’s December 4, 2025 transaction?

The transactions involved derivative securities in the form of incentive restricted stock units (RSUs) linked to Moelis Class A common stock under the company’s 2020, 2021, 2022, 2023 and 2024 incentive RSU programs.

How many new dividend-equivalent RSUs did the Moelis (MC) CFO receive on each incentive award?

On December 4, 2025, the CFO received 4.3 dividend-equivalent incentive RSUs tied to 2020 awards, 7.44 tied to 2021 awards, 17.58 tied to 2022 awards, 16.1 tied to 2023 awards and 16.07 tied to 2024 awards.

What does each Moelis (MC) restricted stock unit represent for the CFO?

Each RSU represents the right to receive, upon settlement and at the company’s option, either one share of Class A common stock or an amount of cash equal to the fair market value of such share, at an exercise price of $0.

How do the dividend-equivalent incentive RSUs vest for the Moelis (MC) CFO?

The dividend-equivalent incentive RSUs will vest concurrently with the vesting of the related unvested underlying incentive RSUs that were originally issued on February 19, 2021, February 17, 2022, February 16, 2023, February 15, 2024, and February 13, 2025.

How many incentive RSUs does the Moelis (MC) CFO beneficially own after these transactions?

After the December 4, 2025 transactions, the CFO beneficially owns 444.01, 767.8, 1,814.93, 1,662.43 and 1,658.54 derivative securities under the 2020, 2021, 2022, 2023 and 2024 incentive RSU programs, respectively, all held directly.