Moelis & Company (NYSE: MC) COO receives dividend-equivalent incentive RSUs

Rhea-AI Filing Summary

Moelis & Company reported an equity award transaction for its Chief Operating Officer, Katherine Pilcher Ciafone, on 12/04/2025. The Form 4 shows grants of incentive restricted stock units (RSUs) that were issued as dividend equivalents on her existing unvested RSUs from 2021, 2022 and 2023.

New incentive RSUs cover 14.34, 27.23 and 58.12 shares of Class A common stock, all at an exercise price of $0. Following these transactions, she beneficially owns 1,480.02, 2,811.24 and 5,999.54 derivative securities tied to Class A common stock under the respective 2020, 2021 and 2022 incentive awards. Each RSU represents the right to receive either a share of Class A common stock or cash equal to its fair market value upon settlement, and the dividend-equivalent RSUs vest at the same time as the related underlying RSUs.

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^*

Pilcher Ciafone Katherine

(Last) (First) (Middle)

C/O MOELIS & COMPANY

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 Operating 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		14.34		(2)	(2)	Class A Common Stock	14.34	$0	1,480.02	D
2021 Incentive RSUs	$0(1)	12/04/2025		A		27.23		(3)	(3)	Class A Common Stock	27.23	$0	2,811.24	D
2022 Incentive RSUs	$0(1)	12/04/2025		A		58.12		(4)	(4)	Class A Common Stock	58.12	$0	5,999.54	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 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 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 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.

	/s/ Osamu Watanabe as attorney-in-fact for Katherine Pilcher Ciafone	12/05/2025
	** 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).
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FAQ

What did Moelis & Co (MC) disclose in this Form 4?

The filing reports that Moelis & Company’s Chief Operating Officer, Katherine Pilcher Ciafone, received additional incentive RSUs on 12/04/2025, issued as dividend equivalents on her existing unvested RSUs.

Who is the reporting person in the Moelis & Co (MC) Form 4?

The reporting person is Katherine Pilcher Ciafone, who serves as Chief Operating Officer of Moelis & Company.

What type of securities did the Moelis & Co (MC) COO receive?

She received incentive restricted stock units (RSUs), each representing the right to receive either a share of Class A common stock or cash equal to the share’s fair market value upon settlement.

Why were these Moelis & Co (MC) incentive RSUs granted?

The incentive RSUs were granted as dividend equivalents on her unvested underlying incentive RSUs issued in 2021, 2022, and 2023, and any dividend equivalents previously issued on those awards.

How many new RSUs tied to Moelis & Co (MC) stock were granted?

The reported dividend-equivalent incentive RSUs relate to 14.34, 27.23, and 58.12 shares of Class A common stock under the 2020, 2021, and 2022 incentive awards, respectively.

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

The dividend-equivalent incentive RSUs will vest concurrently with the vesting of the related unvested underlying incentive RSUs from 2021, 2022, and 2023.

What is the exercise or conversion price of these Moelis & Co (MC) RSUs?

The listed incentive RSUs have a conversion or exercise price of $0, meaning no cash payment is required by the holder upon settlement.