[Form 4] Moelis & Co Insider Trading Activity

Rhea-AI Filing Summary

Nick Riehl, an officer and director at Moelis & Co (MC), reported receipt of restricted stock units (RSUs) on 09/18/2025. The Form 4 shows three grants labelled as 2023 Long Term Incentive RSUs, 2024 Incentive RSUs, and 2024 Long Term Incentive RSUs issued as dividend equivalents and recorded as acquisitions on that date. Each RSU represents the right to receive either a share of Class A common stock or cash equal to the share value upon settlement. The filing records beneficial ownership amounts of 979.01, 246.42, and 327.88 shares respectively after the transactions, with a reported price of $0 because these are dividend-equivalent RSUs that vest with the underlying awards.

Positive

• Alignment with shareholders: RSUs increase executive equity exposure and tie compensation to long-term company performance
• No cash outlay: Dividend-equivalent RSUs were issued at $0, reflecting crediting of value rather than payable consideration

Negative

• Potential dilution: Additional RSUs increase the pool of outstanding share equivalents which could dilute existing shareholders if settled in stock

Insights

Financial Analyst

TL;DR: Officer received dividend-equivalent RSUs that increase his vested equity exposure without an outlay of cash.

The Form 4 documents that Nick Riehl acquired RSUs on 09/18/2025 as dividend equivalents tied to prior incentive awards. These units are recorded at a $0 price because they represent additional award credits rather than market purchases. The resulting beneficial ownership figures—979.01, 246.42 and 327.88—increase his equity stake and further align management pay with shareholder performance. This is a routine compensation-related record rather than an open-market trade; it signals ongoing retention and incentive structuring but does not provide information on sale or hedging activity.

Corporate Governance Expert

TL;DR: Dividend-equivalent RSUs reflect standard long-term incentive mechanics and vest with underlying grants, reinforcing retention incentives.

The filing clarifies these RSUs are dividend equivalents that will vest concurrently with the underlying incentive awards, which is consistent with common governance practice to preserve the economic value of deferred equity. There is no indication of altered vesting terms or special disposal. The reported attorney-in-fact signature indicates the filing was executed on behalf of the reporting person, a normal administrative practice. No governance red flags or unusual compensation structures are evident from this Form 4 alone.

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 Acconting Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025

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
2023 Long Term Incentive RSUs	$0(1)	09/18/2025		A		8.12		(2)	(2)	Class A Common Stock	8.12	$0	979.01	D
2024 Incentive RSUs	$0(1)	09/18/2025		A		2.04		(3)	(3)	Class A Common Stock	2.04	$0	246.42	D
2024 Long Term Incentive RSUs	$0(1)	09/18/2025		A		2.72		(4)	(4)	Class A Common Stock	2.72	$0	327.88	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. Long Term Incentive RSUs were issued as dividend equivalents on holder's unvested underlying Incentive RSUs issued on February 15, 2024 (and dividend equivalents subsequently issued thereon). The dividend equivalent Long Term Incentive RSUs will vest concurrently with the vesting of the unvested underlying Long Term Incentive RSUs.

3. Incentive RSUs were issued as dividend equivalents on 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.

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

	/s/ Osamu Watanabe as attorney-in-fact for Nick Riehl	09/19/2025
	** 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).
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FAQ

What did Nick Riehl report on Form 4 for Moelis & Co (MC)?

He reported acquisitions of dividend-equivalent restricted stock units (RSUs) on 09/18/2025 tied to 2023 and 2024 incentive awards.

How many RSUs were reported on the Form 4 for MC?

The filing shows beneficial ownership amounts after the transactions of 979.01, 246.42, and 327.88 shares for the respective RSU series.

Did the Form 4 show any open-market purchases or sales by Nick Riehl?

No. The reported items are dividend-equivalent RSUs issued as credits to existing awards, not open-market trades.

What does a price of $0 on the Form 4 mean for these RSUs?

A reported price of $0 indicates these were issued as dividend equivalents or award credits, not purchased for cash.

Will these RSUs vest immediately?

The form states the dividend-equivalent RSUs will vest concurrently with the underlying incentive RSUs, not immediately.