Sec Form 4 Filing - SIMON JOSEPH @ Moelis & Co - 2024-02-21

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 SIMON JOSEPH 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 (Last) (First) (Middle) 399 PARK AVE 3. Date of Earliest Transaction (MM/DD/YY) 02/21/2024 (Street) NEW YORK, NY10022 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 02/21/2024 M 16,723.54 A 16,723.54 D Class A Common Stock 02/21/2024 F 1.54 D $ 52.6 16,722 D Class A Common Stock ( 2 ) 02/21/2024 S 8,149 D $ 52.6 8,573 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 2018 Incentive Restricted Stock Units ( 3 ) ( 3 ) 02/21/2024 M 5,341.54 ( 3 ) ( 3 ) Class A Common Stock 5,341.54 $ 0 0 D 2019 Incentive Restricted Stock Units ( 3 ) ( 3 ) 02/21/2024 M 7,187.38 ( 3 ) ( 3 ) Class A Common Stock 7,187.38 $ 0 7,187.38 D 2020 Incentive Restricted Stock Units ( 3 ) 02/21/2024 M 4,194.61 ( 3 ) ( 3 ) Class A Common Stock 4,194.61 $ 0 8,389.23 D 2022 Vested LP Units of MCGEH ( 4 ) ( 4 ) 02/21/2024 A( 5 ) 19,312 ( 5 ) ( 5 ) Class A Common Stock 19,312 $ 0 19,312 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SIMON JOSEPH 399 PARK AVE NEW YORK, NY10022 Chief Financial Officer Signatures /s/ Osamu Watanabe as attorney-in-fact for Joseph Simon 02/23/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares of Class A Common Stock were acquired upon settlement of Restricted Stock Units (RSUs). ( 2 )Class A Common Stock sold by Mr. Simon in order to raise proceeds to satisfy tax obligations triggered by delivery of the Class A Common Stock upon settlement of the RSUs. ( 3 )The RSUs were settled for Class A common stock on February 21, 2024. ( 4 )Limited partnership units of Moelis & Company Group Employee Holdings LP ("MCGEH") may be redeemed by the holder for shares of Class A Common Stock on a one-for-one basis pursuant to the terms of the Second Amended and Restated Limited Partnership Agreement of MCGEH. ( 5 )Reflects a profits interest award in the form of LP Units granted to the Reporting Person on February 16, 2023 in connection with compensation awarded for the 2022 fiscal year (the "2022 Vested LP Units"). The 2022 Vested LP Units vest at grant and may be redeemed as follows: (a) 40% on February 23, 2025, and (b) and 20% on each of February 23, 2026, February 23, 2027 and February 23, 2028. These 2022 Vested LP units may be redeemded by the holder for shares of Class A Common Stock on a one-for-one basis beginning on the third anniversary of the grant date (February 2026) and a sufficient amount of profits have been allocated to the holder of the LP Units (the "Book-Up"). On February 21, 2024, the Issuers Compensation Committee certified the achievement of the Book-Up. In addition, the 2022 Vested LP Units are subject to sale and non-compete restrictions through the fifth anniversary of the grant date. The redemption rights described herein do not expire.

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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