MC 8-K
Moelis & Co (MC)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
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 09, 2023 (
(Exact name of Registrant as Specified in Its Charter)
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| |
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| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code:
(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:
| 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 of each class |
Trading |
Name of each exchange on which registered | ||
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. |
(a) On June 8, 2023, the Company held its annual meeting of stockholders. (b) At the meeting, stockholders voted on proposals (1) to elect five 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, 2023. Following is the final tabulation of votes cast at the meeting.
Proposal 1:
Election of Directors to the board of directors:
| Nominee |
Votes For | Votes Against | Abstain | Broker Non-Votes | ||||||||||||
| Kenneth Moelis |
99,470,703 | 2,511,777 | 40,690 | 6,247,446 | ||||||||||||
| Eric Cantor |
100,151,968 | 1,830,098 | 41,104 | 6,247,446 | ||||||||||||
| John A. Allison IV |
85,082,902 | 16,876,004 | 64,264 | 6,247,446 | ||||||||||||
| Kenneth L. Shropshire |
88,049,453 | 13,909,921 | 63,796 | 6,247,446 | ||||||||||||
| Laila Worrell |
101,082,699 | 918,274 | 22,197 | 6,247,446 | ||||||||||||
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 |
94,839,248 | |||
| Against |
7,106,968 | |||
| Abstain |
76,954 | |||
| Broker Non-Votes |
6,247,446 |
Proposal 3
The appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2023 was ratified, based upon the following final tabulation of votes:
| For |
104,829,088 | |||
| Against |
3,401,965 | |||
| Abstain |
39,563 | |||
| Broker Non-Votes |
0 |
(c) Not applicable.
(d) Not applicable.
SIGNATURES
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 | ||||||
| Date: June 09, 2023 | By: | /s Osamu Watanabe | ||||
| Name: | Osamu Watanabe | |||||
| Title: | General Counsel and Secretary | |||||