8-K
Moelis & Co NYSE NY false 0001596967 0001596967 2020-06-05 2020-06-05

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): June 5, 2020

 

MOELIS & COMPANY

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-36418

 

46-4500216

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

399 Park Avenue, 5th Floor

New York, New York

 

10022

(Address of principal executive offices)

 

(Zip Code)

Registrant’s telephone number, including area code (212) 883-3800

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title

 

Trading

Symbol

 

Name of Exchange

on which registered

Class A Common Stock

 

MC

 

New York Stock Exchange (NYSE)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

 

 


Item 5.07. Submission of Matters to a Vote of Security Holders.

On June 4, 2020, the Company held its annual meeting of stockholders. At the meeting, stockholders voted on proposals (1) to elect eight directors to the Company’s board of directors; (2) approve, on an advisory basis, the compensation of the Company’s named executive officers and (3) to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020. Following is the final tabulation of votes cast at the meeting.

Proposal 1: Election of Directors

Nominee

 

Votes For

   

Votes Withheld

   

Broker Non-Votes

 

Kenneth Moelis

   

130,271,350

     

18,544,669

     

4,809,507

 

Navid Mahmoodzadegan

   

129,429,253

     

19,386,766

     

4,809,507

 

Jeffrey Raich

   

129,434,959

     

19,381,060

     

4,809,507

 

Eric Cantor

   

129,183,880

     

19,632,139

     

4,809,507

 

Elizabeth Crain

   

129,435,215

     

19,380,804

     

4,809,507

 

John A. Allison IV

   

142,932,802

     

5,883,217

     

4,809,507

 

Yolonda Richardson

   

142,922,991

     

5,893,028

     

4,809,507

 

Kenneth L. Shropshire

   

142,937,058

     

5,878,961

     

4,809,507

 

Proposal 2

The non-binding, advisory vote on executive compensation was approved, on an advisory basis, based upon the following final tabulation of votes:

For

   

145,186,343

 

Against

   

3,534,325

 

Abstain

   

95,351

 

Broker non-votes

   

4,809,507

 

Proposal 3

The appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2020 was ratified, based upon the following final tabulation of votes:

For

   

152,920,005

 

Against

   

630,171

 

Abstain

   

75,350

 

Broker non-votes

   

—  

 

(c) Not applicable.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

MOELIS & COMPANY

     

By:

 

/s/ Osamu Watanabe

Name:

 

Osamu Watanabe

Title:

 

General Counsel and Secretary

Date: June 5, 2020