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Moelis & Co (NYSE: MC) awards new incentive RSUs to general counsel

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Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

WATANABE OSAMU R. reported acquisition or exercise transactions in this Form 4 filing.

Moelis & Co reported that General Counsel and Secretary Osamu R. Watanabe received additional restricted stock units as compensation. On March 26, 2026, he was granted an aggregate of roughly 275.10 dividend-equivalent Incentive and Special Incentive RSUs, each linked to existing unvested awards.

Each RSU entitles the holder, upon settlement, to either one share of Class A common stock or cash equal to that share’s fair market value, at the company’s option. These grants vest on the same schedule as the underlying unvested Incentive RSUs and represent routine equity-based compensation rather than open-market stock purchases or sales.

Positive

  • None.

Negative

  • None.
Insider WATANABE OSAMU R.
Role General Counsel, Secretary
Type Security Shares Price Value
Grant/Award 2021 Incentive RSUs 24.59 $0.00 --
Grant/Award 2022 Incentive RSUs 46.89 $0.00 --
Grant/Award 2023 Incentive RSUs 55.7 $0.00 --
Grant/Award 2024 Incentive RSUs 61.64 $0.00 --
Grant/Award 2025 Incentive RSUs 70.01 $0.00 --
Grant/Award 2025 Special Incentive RSUs 16.27 $0.00 --
Holdings After Transaction: 2021 Incentive RSUs — 2,122.19 shares (Direct); 2022 Incentive RSUs — 4,046.58 shares (Direct); 2023 Incentive RSUs — 4,806.11 shares (Direct); 2024 Incentive RSUs — 5,319.42 shares (Direct); 2025 Incentive RSUs — 6,041.01 shares (Direct); 2025 Special Incentive RSUs — 1,404.27 shares (Direct)
Footnotes (1)
  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. 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. 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. 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 Incentive RSUs will vest concurrently with the vesting of the unvested underlying Incentive RSUs. 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. Incentive RSUs were issued as dividend equivalents on holder's unvested underlying Incentive RSUs issued on February 12, 2026 (and dividend equivalents subsequently issued thereon). The dividend equivalent Incentive RSUs will vest concurrently with the vesting of the unvested underlying Incentive RSUs. Special Incentive RSUs were issued as dividend equivalents on holder's unvested underlying Incentive RSUs issued on February 12, 2026 (and dividend equivalents subsequently issued thereon). The dividend equivalent Incentive RSUs will vest concurrently with the vesting of the unvested underlying Incentive RSUs.
2021 Incentive RSUs granted 24.59 RSUs Dividend-equivalent RSUs granted on 2026-03-26 tied to 2021 awards
2022 Incentive RSUs granted 46.89 RSUs Dividend-equivalent RSUs granted on 2026-03-26 tied to 2022 awards
2023 Incentive RSUs granted 55.70 RSUs Dividend-equivalent RSUs granted on 2026-03-26 tied to 2023 awards
2024 Incentive RSUs granted 61.64 RSUs Dividend-equivalent RSUs granted on 2026-03-26 tied to 2024 awards
2025 Incentive RSUs granted 70.01 RSUs Dividend-equivalent RSUs granted on 2026-03-26 tied to 2025 awards
2025 Special Incentive RSUs granted 16.27 RSUs Dividend-equivalent Special Incentive RSUs granted on 2026-03-26
Post-award 2025 Incentive RSUs 6,041.01 RSUs Total 2025 Incentive RSUs held after grant on 2026-03-26
Restricted Stock Unit (RSU) financial
"Each Restricted Stock Unit (RSU) represents the right to receive upon settlement"
A restricted stock unit (RSU) is a promise from a company to give an employee company shares (or cash equal to their value) at a future date if certain conditions are met, such as staying with the company or hitting performance targets. For investors, RSUs matter because when they convert into actual shares they increase the number of shares available and can create selling pressure as employees cash out—think of them as a future paycheck paid in company stock.
dividend equivalents financial
"Incentive RSUs were issued as dividend equivalents on holder's unvested underlying"
Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.
Class A common stock financial
"a share of Class A common stock or an amount of cash equal"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
Incentive RSUs financial
"Incentive RSUs were issued as dividend equivalents on holder's unvested underlying"
Special Incentive RSUs financial
"Special Incentive RSUs were issued as dividend equivalents on holder's unvested"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
WATANABE OSAMU R.
(Last)(First)(Middle)
C/O MOELIS & COMPANY
399 PARK AVE, 5TH FLOOR
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Moelis & Co [ MC ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
General Counsel, Secretary
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/26/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
2021 Incentive RSUs$0(1)03/26/2026A24.59 (2) (2)Class A Common Stock24.59$02,122.19D
2022 Incentive RSUs$0(1)03/26/2026A46.89 (3) (3)Class A Common Stock46.89$04,046.58D
2023 Incentive RSUs$0(1)03/26/2026A55.7 (4) (4)Class A Common Stock55.7$04,806.11D
2024 Incentive RSUs$0(1)03/26/2026A61.64 (5) (5)Class A Common Stock61.64$05,319.42D
2025 Incentive RSUs$0(1)03/26/2026A70.01 (6) (6)Class A Common Stock70.01$06,041.01D
2025 Special Incentive RSUs$0(1)03/26/2026A16.27 (7) (7)Class A Common Stock16.27$01,404.27D
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 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.
3. 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.
4. 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 Incentive RSUs will vest concurrently with the vesting of the unvested underlying Incentive RSUs.
5. 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.
6. Incentive RSUs were issued as dividend equivalents on holder's unvested underlying Incentive RSUs issued on February 12, 2026 (and dividend equivalents subsequently issued thereon). The dividend equivalent Incentive RSUs will vest concurrently with the vesting of the unvested underlying Incentive RSUs.
7. Special Incentive RSUs were issued as dividend equivalents on holder's unvested underlying Incentive RSUs issued on February 12, 2026 (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 Watanabe03/30/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Moelis & Co (MC) disclose for Osamu R. Watanabe?

Moelis & Co disclosed that General Counsel Osamu R. Watanabe received multiple grants of dividend-equivalent restricted stock units on March 26, 2026. These RSUs relate to existing unvested Incentive RSUs and are a form of equity compensation, not open-market share purchases or sales.

How many RSUs were granted to the Moelis & Co (MC) general counsel in this Form 4?

The filing shows awards totaling about 275.10 restricted stock units across several Incentive and Special Incentive RSU grants. Each individual grant is tied to specific prior-year unvested Incentive RSUs and represents dividend-equivalent credits rather than a new standalone long-term incentive program.

What do the Moelis & Co (MC) RSUs entitle Osamu Watanabe to receive?

Each restricted stock unit represents the right to receive, upon settlement, either one share of Moelis & Co Class A common stock or a cash amount equal to that share’s fair market value. The company decides whether settlement is in stock or cash at that time.

How do the dividend-equivalent RSUs for Moelis & Co (MC) vest?

The dividend-equivalent Incentive and Special Incentive RSUs will vest on the same schedule as the related unvested underlying Incentive RSUs. As those original Incentive RSUs vest over time, the associated dividend-equivalent RSUs vest concurrently, aligning the timing of these additional awards with prior grants.

Were any Moelis & Co (MC) shares bought or sold on the market in this Form 4?

No open-market purchases or sales are reported. All transactions are coded "A" as grant, award, or other acquisition of derivative securities, specifically restricted stock units. These represent compensation-related awards rather than discretionary trading in Moelis & Co Class A common stock.

What are the different Moelis & Co (MC) RSU series mentioned in the filing?

The filing lists 2021, 2022, 2023, 2024, 2025 Incentive RSUs and 2025 Special Incentive RSUs. Each series reflects dividend-equivalent RSUs issued on unvested underlying Incentive RSUs from specific February grant dates, with all such dividend-equivalent RSUs vesting alongside those original awards.