FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Callesano Christopher

2. Date of Event Requiring Statement (MM/DD/YYYY)
8/5/2016 

3. Issuer Name and Ticker or Trading Symbol

Moelis & Co [MC]

(Last)        (First)        (Middle)

C/O MOELIS & COMPANY, 399 PARK AVENUE, 5TH FLOOR

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
SVP & Principal Acct Officer /

(Street)

NEW YORK, NY 10022       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Common Stock, par value $0.01   693   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Partnership Interests   (1)   (2)   (2) Class A Common Stock, par value $0.01   1783     (1) D    
2014 Incentive Restricted Stock Units   (3)   (4)   (4) Class A Common Stock, par value $0.01   682.58   $0   D    
2014 LTI Restricted Stock Units   (3)   (5)   (5) Class A Common Stock, par value $0.01   6825.82   $0   D    
2014 Incentive RSUs Granted in 2015   (3)   (6)   (6) Class A Common Stock, par value $0.01   1366.14   $0   D    
2015 Incentive RSUs   (3)   (7)   (7) Class A Common Stock, par value $0.01   3203.66   $0   D    
IPO Options (Right to Buy)   (8)   (9)   (9) Class A Common Stock, par value $0.01   7000   $23.20   D    

Explanation of Responses:
( 1)  Represents partnership interests in Moelis & Company Partner Holdings LP ("Partner Holdings") which are exchangeable for Class A partnership units in Moelis & Company Group LP ("Group LP"). Each Moelis & Company Class A partnership unit is exchangeable for a share of Moelis & Company Class A common stock (subject to customary adjustments) or cash, at Group LP's option.
( 2)  Pursuant to the Limited Partnership Agreement of Group LP (the "Partnership Agreement"), Group LP Class A partnership units held by the reporting person are exchangeable for Moelis & Company Class A common stock upon the Company periodically providing an exchange date for certain holders to exchange Group LP partnership units for Moelis & Company Class A common stock.
( 3)  Each Restricted Stock Unit 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. Grant of Restricted Stock Units pursuant to the Moelis & Company 2014 Omnibus Incentive Plan.
( 4)  Represents the amount of 2014 Incentive RSUs granted on April 15, 2014 plus any accrued dividend equivalent RSUs less any RSUs that have vested prior to the date of Mr. Callesano's appointment. The remaining RSUs vest in equal installments on April 1, 2017 and April 1, 2018.
( 5)  Represents the amount of 2014 LTI Restricted Stock Units granted on April 15, 2014 plus any accrued dividend equivalent RSUs prior to the date of Mr. Callesano's appointment. The RSUs vest 25% on April 22, 2017, 25% on April 22, 2018 and 50% on April 22, 2019.
( 6)  Represents the amount of 2014 Incentive RSUs Granted in 2015 granted on March 2, 2015 plus any accrued dividend equivalent RSUs less any RSUs that have vested prior to the date of Mr. Callesano's appointment. The remaining RSUs vest in equal installments on February 23, 2017, February 23, 2018 and February 23, 2019.
( 7)  Represents the amount of 2015 Incentive RSUs granted on February 23, 2016 plus any accrued dividend equivalent RSUs prior to the date of Mr. Callesano's appointment.The RSUs vest in equal installments on February 23, 2017, February 23, 2018, February 23, 2019 and February 23, 2020.
( 8)  Grant of stock options pursuant to the Moelis & Company 2014 Omnibus Incentive Plan.
( 9)  The IPO Options vest 25% on April 22, 2017, 25% on April 22, 2018 and 50% on April 22, 2019. The IPO Options expire on April 22, 2020.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Callesano Christopher
C/O MOELIS & COMPANY
399 PARK AVENUE, 5TH FLOOR
NEW YORK, NY 10022


SVP & Principal Acct Officer

Signatures
/s/ Osamu Watanabe as attorney-in-fact for Christopher Callesano 8/12/2016
** 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 5(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 control number.
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