SEC FORM 4 SEC Form 4
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
 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Orszag Peter Richard

(Last) (First) (Middle)
C/O LAZARD, INC.
30 ROCKEFELLER PLAZA

(Street)
NEW YORK NY 10112

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Lazard, Inc. [ LAZ ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/22/2024
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
Rule 10b5-1(c) Transaction Indication

  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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
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
Restricted Participation Units (1) 02/22/2024 A 77,781 (1) (1) Common Stock 77,781 (2) 77,781 D
Restricted Participation Units (3) 02/22/2024 A 138,340 (3) (3) Common Stock 138,340 (2) 216,121 D
Stock Price Performance-based Restricted Participation Units(4) (5) 02/22/2024 A 1,250,000 (6) (4)(6) Common Stock 1,250,000 (4) 1,250,000 D
Restricted Stock Units(7) (8) 02/23/2024 A 1,842 (9) (9) Common Stock 1,842 (8) 143,813(10) D
Explanation of Responses:
1. These Restricted Participation Units ("RPUs") will vest on or around March 11, 2024.
2. Each RPU represents an interest in Lazard Group LLC that has satisfied its minimum value condition and that may be exchanged for one share of Common Stock.
3. These RPUs will vest on or around March 10, 2026.
4. Represents a prior grant of Stock Price Performance-based Restricted Participation Units ("Stock Price PRPUs") awarded in 2023 for which the minimum value condition has been satisfied and are scheduled to vest on or around August 23, 2026 (250,000 Stock Price PRPUs), August 23, 2028 (500,000 Stock Price PRPUs) and August 23, 2030 (500,000 Stock-Price PRPUs), in each case, subject to achievement of stock price milestones, which have not yet been achieved. The grant was previously reflected in the Company's annual report for the relevant year.
5. Each Stock Price PRPU represents an interest in Lazard Group LLC that may be exchanged for one share of Common Stock.
6. These Stock Price PRPUs will vest upon the achievement of certain stock price milestones as described in the Company's annual report for the relevant year.
7. Additional Restricted Stock Units ("RSUs") were acquired pursuant to the dividend equivalent reinvestment provisions of underlying RSU awards.
8. Each RSU represents a contingent right to receive one share of Common Stock.
9. Of these RSUs, 1,060 will vest on or around September 3, 2024 and 782 will vest on or around September 3, 2025.
10. Amount excludes 73,741 shares of Common Stock directly or indirectly owned by the reporting person.
Remarks:
/s/ Peter R. Orszag by Shari L. Soloway under a P of A 02/26/2024
** 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.
Know all by these presents, that the undersigned hereby constitutes and appoints
Christian A. Weideman and Shari L. Soloway the undersigned's true and lawful
attorney-in-fact to:

1.	prepare and execute in the undersigned's name and on the undersigned's
behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a
Form ID, including amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the undersigned to make
electronic filings with the SEC of reports required by Section 16(a) of the
Securities Exchange Act of 1934 or any rule or regulation of the SEC;

2.	execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer and/or director of Lazard Ltd (the "Company"), Forms 3, 4 and 5 in
accordance with Section 16(a) of the Securities Exchange Act of 1934 and the
rules and regulations thereunder, and any other forms or reports the undersigned
may be required to file in connection with the undersigned's ownership,
acquisition, or disposition of securities of the Company;

3.	do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4 or 5,
or other form or report, or any amendment or amendments thereto, and timely file
such form with the SEC and any stock exchange or similar authority; and

4.	take any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in the
best interest of, or legally required by, the undersigned, it being understood
that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorney-in-fact, in
serving in such capacity at the request of the undersigned, is not assuming, nor
is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16(a) of the Securities Exchange Act of 1934 or any rule or
regulation of the SEC.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorney-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 9th day of October 2023.


Signature:  /s/ Peter R. Orszag
Print Name:    Peter R. Orszag