Form 4 Lazard Ltd For: Mar 01 Filed by: Russo Evan L

March 3, 2021 6:58 PM EST

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FORM 4 UNITED 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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Russo Evan L

(Last) (First) (Middle)
C/O LAZARD LTD
30 ROCKEFELLER PLAZA

(Street)
NEW YORK NY 10112

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Lazard Ltd [ LAZ ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/01/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
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 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)
Code V Amount (A) or (D) Price
Class A Common Stock 03/01/2021   M   28,560 A (1) 41,403 D  
Class A Common Stock 03/01/2021   M   9,821 A (1) 51,224 D  
Class A Common Stock 03/01/2021   F   20,427 (2) D $ 38.69 (3) 30,797 D  
Class A Common Stock 03/02/2021   M   444 A (1) 31,241 D  
Class A Common Stock 03/02/2021   F   237 (2) D $ 40.52 (4) 31,004 (5) D  
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance-based Restricted Stock Units (6) 03/01/2021   M     28,560 03/01/2021 03/01/2021 Class A Common Stock 28,560 (6) 0 D  
Restricted Stock Units (7) 03/01/2021   M     9,821 03/01/2021 03/01/2021 Class A Common Stock 9,821 (7) 0 D  
Restricted Stock Units (8) (7) 03/02/2021   A   444   03/02/2021 03/02/2021 Class A Common Stock 444 (7) 444 D  
Restricted Stock Units (7) 03/02/2021   M     444 03/02/2021 03/02/2021 Class A Common Stock 444 (7) 0 (5) D  
Explanation of Responses:
1. Shares of Class A Common Stock were acquired upon the vesting of a prior grant of Performance-based Restricted Stock Units ("PRSUs") awarded with respect to compensation for 2017, including certain Restricted Stock Units ("RSUs") that had been acquired pursuant to the dividend equivalent reinvestment provisions of the underlying PRSU award. The grant was previously reflected in the Company's proxy statements.
2. Represents shares of Class A Common Stock withheld by the Company to cover taxes arising from the vesting of PRSUs and RSUs referenced in Footnotes (1) and (8).
3. Represents the New York Stock Exchange closing price of Class A Common Stock on the trading day immediately preceding the vesting date of the RSUs referenced in Footnote (1).
4. Represents the New York Stock Exchange closing price of Class A Common Stock on the trading day immediately preceding the vesting date of the RSUs referenced in Footnote (8).
5. Amount excludes 83,493 shares of Class A Common Stock indirectly beneficially owned by the reporting person by trust and 47,446 Performance-based Restricted Participation Units directly or indirectly owned by the reporting person.
6. Each PRSU (the performance conditions of which have been satisfied) represents a contingent right to receive one share of Class A Common Stock.
7. Each RSU represents a contingent right to receive one share of Class A Common Stock.
8. Additional RSUs were acquired pursuant to the dividend equivalent reinvestment provisions of underlying PRSUs and RSUs described in Footnote (1) above that were outstanding on the dividend record date and that vested on March 1, 2021. These RSUs vested on March 2, 2021.
/s/ Evan L. Russo by Scott D. Hoffman under a P of A 03/03/2021
** 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 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.


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