Sec Form 4/A Filing - Gathy Michael @ Lazard, Inc. - 2024-02-13

FORM 4/A Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Gathy Michael 2. Issuer Name and Ticker or Trading Symbol Lazard, Inc. [ LAZ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Accounting Officer (Last) (First) (Middle) C/O LAZARD, INC., 30 ROCKEFELLER PLAZA 3. Date of Earliest Transaction (MM/DD/YY) 02/13/2024 (Street) NEW YORK, NY10112 4. If Amendment, Date Original Filed (MM/DD/YY) 02/15/2024 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Common Stock 02/13/2024 M 662 A 662 D Common Stock 02/13/2024 F 277 ( 2 ) D $ 38.55 ( 3 ) 385 D Common Stock 02/14/2024 S( 4 ) 36 ( 4 ) D $ 37.36 ( 5 ) ( 6 ) ( 7 ) 349 D Common Stock 02/15/2024 S( 4 ) 155 ( 4 ) D $ 37.9 ( 5 ) ( 6 ) ( 7 ) 194 D Common Stock 02/16/2024 S( 4 ) 76 ( 4 ) D $ 38.03 ( 5 ) ( 6 ) ( 8 ) 118 D Common Stock 02/20/2024 S( 4 ) 99 ( 4 ) D $ 38.28 ( 5 ) ( 6 ) ( 9 ) 19 D Common Stock 02/21/2024 S( 4 ) 14 ( 4 ) D $ 37.29 ( 5 ) ( 6 ) ( 10 ) 5 D Common Stock 02/21/2024 S( 4 ) 5 ( 4 ) D $ 37.62 ( 5 ) ( 6 ) ( 11 ) 0 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Restricted Stock Units ( 12 ) 02/13/2024( 13 ) M 662 02/13/2024 02/13/2024 Common Stock 662 ( 12 ) 5,074 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Gathy Michael C/O LAZARD, INC. 30 ROCKEFELLER PLAZA NEW YORK, NY10112 Chief Accounting Officer Signatures /s/ Michael Gathy by Shari L. Soloway under a P of A 02/22/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares of Common Stock were acquired by the Reporting Person upon the vesting of the relevant portion of prior grants of Restricted Stock Units ("RSUs"). ( 2 )Represents shares of Common Stock withheld by the issuer to cover taxes arising from the vesting of RSUs referenced in Footnote (1). ( 3 )Represents the New York Stock Exchange closing price of Common Stock on the trading day immediately preceding the vesting date of the RSUs referenced in Footnote (1). ( 4 )In connection with the vesting of RSUs, the issuer permitted its employees to make an election during an open trading window while not in possession of material non-public information for an independent broker to sell shares of Common Stock in multiple transactions on the open market at prevailing market prices from February 14, 2024 through March 1, 2024. The Reporting Person irrevocably committed to sell an aggregate of 385 shares of Common Stock in accordance with the foregoing procedures. The independent broker completed the sales of all such shares of Common Stock on February 21, 2024. ( 5 )This report is being filed to amend the Reporting Person's Form 4 filed on February 15, 2024, which Form 4 included an estimated transaction price. ( 6 )The Reporting Person undertakes to provide the issuer, any security holder of the issuer or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the price ranges set forth in this report. ( 7 )The price reported in Column 4 is the weighted average price. The shares were sold in multiple transactions that were executed on February 15, 2024 in trades with average execution prices ranging from $37.31 to $38.05, inclusive. ( 8 )The price reported in Column 4 is the weighted average price. The shares were sold in multiple transactions that were executed on February 16, 2024 in trades with average execution prices ranging from $37.73 to $38.20, inclusive. ( 9 )The price reported in Column 4 is the weighted average price. The shares were sold in multiple transactions that were executed on February 20, 2024 in trades with average execution prices ranging from $37.81 to $38.63, inclusive. ( 10 )The price reported in Column 4 is the weighted average price. The shares were sold in multiple transactions that were executed on February 21, 2024 in trades with average execution prices ranging from $37.09 to $37.50, inclusive. ( 11 )The price reported in Column 4 is the weighted average price. The shares were sold in multiple transactions that were executed on February 21, 2024 in trades with average execution prices ranging from $37.51 to $38.16, inclusive. ( 12 )Each RSU represents a contingent right to receive one share of Common Stock. ( 13 )As previously announced by the issuer in a Current Report on Form 8-K filed on February 1, 2024, the issuer accelerated vesting of certain deferred incentive compensation awards, including the Reporting Person's RSUs reported herein, which were originally scheduled to vest March 1, 2024.

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.