Moelis & Co NY false 0001596967 0001596967 2023-03-09 2023-03-09

 

 

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): March 9, 2023

 

 

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

4th 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:

 

☐

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
Symbol(s)

  

Name of each exchange
on which registered

Class A Common Stock   MC   The New York Stock Exchange

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 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b)(c) On March 9, 2023, Moelis & Company (the “Company”) announced the appointment of Elizabeth Crain to Vice Chair and the promotion of Kate Pilcher Ciafone to Chief Operating Officer, both effective October 1, 2023.

Biographical Information for Elizabeth Crain

Ms. Crain is a Co-Founder and has served as our Chief Operating Officer since 2007. Ms. Crain served as a director of our Company from July 2018 to April 2021. Ms. Crain has been in the investment banking and private equity industries for almost 35 years as a banker, principal and operating executive. Prior to founding our Company, Ms. Crain worked at UBS from 2001 to 2007, where she was most recently a Managing Director in the UBS Investment Bank Office of the CEO and President, Manager of the Investment Bank Client Committee, a member of the Investment Bank Board, and previously Chief Operating Officer and Chief Administrative Officer of the UBS Investment Banking Department Americas franchise. Before joining UBS, Ms. Crain was in the private equity industry from 1997 to 2001. She began her career in investment banking in 1988 at Merrill Lynch.

Ms. Crain is a Director Nominee to the Nokia Corporation (NYSE: NOK) and serves on the Board of Directors of Exscientia Ltd. (NASDAQ: EXAI), the Graduate Executive Board of The Wharton School and the Board of Trustees of The Windward School. Ms. Crain holds a B.S. from Arizona State University and an M.B.A. from the Wharton School at the University of Pennsylvania.

Biographical Information for Kate Pilcher Ciafone

Ms. Ciafone is a Co-Founder and has served as the Chief Operating Officer of Investment Banking at Moelis & Company since August 2019. Ms. Ciafone previously served as Head of Business Management at Moelis & Company from May 2015 to August 2019. Ms. Ciafone previously held a number of other leadership roles at Moelis & Company since the Company’s inception in 2007. Ms. Ciafone has over 20 years of experience in the investment banking industry both as a banker and as an operating executive. Prior to Moelis & Company, Ms. Ciafone worked at UBS from 2002 to 2007 in various roles, most recently in the office of the CEO and President at UBS Investment Bank where she helped analyze growth opportunities and develop strategy for the firm. She began her career as an investment banker in the Financial Institutions Group at UBS where she advised clients on mergers and acquisitions and raising equity and debt financing.

Ms. Ciafone serves on the Board of Directors of MA Financial Group Limited (ASX: MAF) and is a David Rockefeller Fellow through the Partnership for New York City. Ms. Ciafone holds a B.S. in Commerce with distinction from The McIntire School of Commerce at the University of Virginia.

 

Item 7.01

Regulation FD Disclosure.

On March 9, 2023, the Company issued a press release announcing the appointments described above.

A copy of the press release is attached hereto as Exhibit 99.1. All information in the press release is furnished but not filed.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits:

 

Exhibit

Number

   

Description

99.1    Press release of Moelis & Company dated March 9, 2023
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

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: March 9, 2023     By:  

/s/ Osamu Watanabe

    Name:   Osamu Watanabe
    Title:   General Counsel and Secretary

Exhibit 99.1

 

LOGO

Moelis & Company appoints Elizabeth Crain to Vice Chair and Kate Pilcher Ciafone to Chief Operating Officer

New York, March 9, 2023 – Moelis & Company (NYSE: MC), a leading global independent investment bank, today announced the appointment of Elizabeth Crain to Vice Chair and the promotion of Kate Pilcher Ciafone to Chief Operating Officer (COO), both effective October 1, 2023.

Elizabeth Crain is a Founding Partner at Moelis & Company where she has led the Firm’s global strategy and operations as COO since 2007. Elizabeth has been an integral member of the Firm’s leadership team since its inception driving the Firm’s growth and expansion of its advisory capabilities. She has been in the investment banking and private equity industries for almost 35 years as a banker, principal and operating executive.

In her new role as Vice Chair, Elizabeth will focus on positioning the Firm for its next phase of growth by leading Moelis’s most critical strategic and client initiatives and providing senior sponsorship to clients globally.

Kate Pilcher Ciafone is a Co-Founder and has been the Chief Operating Officer of Investment Banking at Moelis since 2019, where she has played a critical role in driving the Firm’s business strategy and helping to build its operational infrastructure. Kate has over 20 years of experience in the investment banking industry both as a banker and as an operating executive. Kate will succeed Elizabeth and assume all COO responsibilities for the Firm, including oversight of its corporate operations.

Elizabeth Crain commented, “Kate exemplifies the values of our Firm and is exceptionally well qualified to take the helm as COO. We have worked together for nearly the past 20 years, and I look forward to our continued partnership and building on Moelis’s many great successes.”

Ken Moelis commented, “We are fortunate to have a profound depth of expertise, leadership and talent in Elizabeth and Kate. Elizabeth has been a driving force behind our growth and success and will be vital as we further enhance how we bring the highest quality advice and solutions to our clients around the globe. This transition represents our focus on building for the future and developing the next generation of leaders to uphold the tenets on which we founded the Firm – trust, partnership and long-term relationships – as we deliver differentiated advice to our global clients.”

In 2022, Elizabeth was named one of the 100 Most Influential Women in U.S. Finance by Barron’s Magazine. She is a Director Nominee to the Nokia Corporation (NYSE: NOK) and serves on the Board of Directors of Exscientia Ltd. (NASDAQ: EXAI) and the Graduate Executive Board of The Wharton School. Earlier this year, Kate was named to the 2023 Class of David Rockefeller Fellows by the Partnership for New York City. She serves on the Board of Directors of MA Financial Group Limited (ASX: MAF).

-ends-

About Moelis & Company

Moelis & Company is a leading global independent investment bank that provides innovative strategic advice and solutions to a diverse client base, including corporations, governments and financial sponsors. The Firm assists its clients in achieving their strategic goals by offering comprehensive

integrated financial advisory services across all major industry sectors. Moelis & Company’s experienced professionals advise clients on their most critical decisions, including mergers and acquisitions, recapitalizations and restructurings, capital markets transactions, and other corporate finance matters. The Firm serves its clients from 23 locations in North and South America, Europe, the Middle East, Asia and Australia. For further information, please visit: www.moelis.com or follow us on Twitter @Moelis.

Contacts

 

  Media Contact:    Investor Contact:   
  Alyssa Castelli    Matt Tsukroff   
  Moelis & Company    Moelis & Company   
  t: + 1 212 883 3802    t: + 1 212 883 3800   
  m: +1 929 969 2918    m: +1 917 526 2340   
  alyssa.castelli@moelis.com    matthew.tsukroff@moelis.com