Sec Form 4 Filing - BHUTANI ASHISH @ Lazard Ltd - 2014-02-18

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
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1. Name and Address of Reporting Person
BHUTANI ASHISH
2. Issuer Name and Ticker or Trading Symbol
Lazard Ltd [ LAZ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO of Lazard Asset Management
(Last) (First) (Middle)
C/O LAZARD LTD, 30 ROCKEFELLER PLAZA
3. Date of Earliest Transaction (MM/DD/YY)
02/18/2014
(Street)
NEW YORK, NY10020
4. If Amendment, Date Original Filed (MM/DD/YY)
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
Class A common stock 02/18/2014 M 62,159 A 484,600 D
Class A common stock 02/18/2014 F 32,056 D 452,544 D
Class A common stock 02/18/2014 S 121,061 D $ 45.15 331,483 D
Class A common stock 02/19/2014 S 24,886 D $ 45.15 306,597 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 ( 3 ) 02/18/2014 M 62,159 02/18/2014 02/18/2014 Class A common stock 62,159 ( 3 ) 84,339 D
Performance-based Restricted Stock Units ( 4 ) ( 3 ) 02/20/2014 A 21,200 ( 5 ) ( 5 ) Class A common stock 21,200 ( 3 ) 42,400 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BHUTANI ASHISH
C/O LAZARD LTD
30 ROCKEFELLER PLAZA
NEW YORK, NY10020
X CEO of Lazard Asset Management
Signatures
/s/ Ashish Bhutani by Scott D. Hoffman under a P of A 02/20/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares of Class A common stock were acquired upon the vesting of Restricted Stock Units.
( 2 )Represents shares of Class A common stock withheld by the Company to cover estimated taxes arising from the vesting of Restricted Stock Units.
( 3 )Each Restricted Stock Unit, and each Performance-based Restricted Stock Unit (the performance conditions of which have been satisfied), represented or represent, respectively, a contingent right to receive one share of Class A common stock.
( 4 )Represents the portion of the Performance-based Restricted Stock Units granted on March 12, 2013 for which Lazard Ltd's Compensation Committee has determined satisfaction of, and which are no longer subject to, the applicable performance conditions based on the Company's performance during fiscal year 2013. Does not include Performance-based Restricted Stock Units granted that have performance conditions which have not yet been satisfied.
( 5 )The Performance-based Restricted Stock Units granted on March 12, 2013 will vest in two tranches: 33.33% on March 2, 2015 and the other 66.67% on March 1, 2016.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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