MDLYF / Medley, Inc. - Документы SEC, Годовой отчет, Доверенное заявление

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ('NYSE' or the 'Exchange') hereby notifies the Securities and Exchange Commission (the 'Commission') of its intention to remove the entire class of 6.

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ('NYSE' or the 'Exchange') hereby notifies the Securities and Exchange Commission (the 'Commission') of its intention to remove the entire class of 6.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

8-K 1 mdlx202107138k.htm FORM 8-K 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): July 7, 2021 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 001-37857 27-2437343 (State or other jurisdiction of incorpor

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

EX-99.1 2 ea143878ex99-1medleyllc.htm PROPOSED COMBINED DISCLOSURE STATEMENT AND CHAPTER 11 PLAN OF REORGANIZATION AND WIND-DOWN OF MEDLEY LLC Exhibit 99.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Medley LLC,1 Debtor. Chapter 11 Case No. 21-10526 (KBO) COMBINED DISCLOSURE STATEMENT AND CHAPTER 11 PLAN OF REORGANIZATION AND WIND-DOWN OF MEDLEY LLC Dated: July 6, 202

Bankruptcy or Receivership, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

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): July 6, 2021 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 001-37857 27-2437343 (State or other jurisdiction of incorporation) (Commission File Number) (I

Fifth Amended and Restated Limited Liability Company Agreement of Medley LLC, dated as of June 1, 2021.

Exhibit 3.1 FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF MEDLEY LLC Dated as of June 1, 2021 THE LIMITED LIABILITY COMPANY UNITS OF MEDLEY LLC HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED, THE SECURITIES LAWS OF ANY STATE, PROVINCE OR ANY OTHER APPLICABLE SECURITIES LAWS AND ARE BEING SOLD IN RELIANCE UPON EXEMPTIONS FROM THE REGISTRATION REQUIREM

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

8-K 1 mdlx202106028k.htm FORM 8-K 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 1, 2021 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 001-37857 27-2437343 (State or other jurisdiction of incorpor

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Other Events

8-K 1 mdlx202105308k.htm FORM 8-K 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): May 25, 2021 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 001-37857 27-2437343 (State or other jurisdiction of incorpor

Medley LLC Receives NYSE Notice Regarding Delayed Form 10-Q Filing

Exhibit 99.1 Medley LLC Receives NYSE Notice Regarding Delayed Form 10-Q Filing NEW YORK, June 1, 2021 (GLOBE NEWSWIRE) ? Medley LLC (NYSE: MDLX, MDLQ) (?Medley LLC? or the ?Company?) today announced that it received a notice from the New York Stock Exchange (the ?NYSE?) indicating that Medley LLC is not in compliance with Section 802.01E of the NYSE Listed Company Manual as a result of its failur

Other Events

8-K 1 mdlx202105278k.htm FORM 8-K 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): May 27, 2021 Medley LLC (Exact Name of Registrant as Specified in its Charter) Delaware 001-37857 (State or other jurisdiction of incorporation) 27-2

UNITED STATES

UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D.

Other Events

8-K 1 ea140835-8kmedleyllc.htm CURRENT REPORT 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): May 7, 2021 Medley LLC (Exact Name of Registrant as Specified in its Charter) 001-37857 Delaware 27-2437343 (Commission File Number) (Sta

Annual Report - FORM 10-K/A

10-K/A 1 mdlx2021042710ka.htm FORM 10-K/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the trans

MEDLEY ANNOUNCES KEY EXECUTIVE PROMOTIONS

Exhibit 99.1 MEDLEY ANNOUNCES KEY EXECUTIVE PROMOTIONS New York, New York - Medley Management Inc. (the “Company”, NYSE: MDLY) announced today the promotions of Howard Liao to Chief Executive Officer (“CEO”), Dean Crowe to President and David Richards to Chief Operating Officer effective May 3, 2021. Howard Liao succeeds co-CEOs Brook Taube and Seth Taube each of whom will remain co-Chairman and c

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): April 14, 2021 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 001-37857 27-2437343 (State or other jurisdiction of incorporation) (Commission File Number)

Director Agreement, dated as of February 9, 2021, by and between Medley Management Inc. and Peter Kravitz of Province LLC.

and between Medley Management Inc., a Delaware corporation (the "Company"), and Peter Kravitz of Province LLC ("Director"). The Company and Director desire to enter into this Agreement to set forth the terms and conditions of Director's service on the Board of Directors of the Company (the "Board"). AGREEMENTS In consideration of the mutual covenants of the parties hereto as hereinafter set forth

Form of January 2021 Nonparticipating Class A Restricted Stock Unit Grant Notice

RESTRICTED STOCK UNIT GRANT NOTICE UNDER THE MEDLEY MANAGEMENT INC. 2014 OMNIBUS INCENTIVE PLAN Medley Management Inc. (the ?Company?), pursuant to its 2014 Omnibus Incentive Plan (the ?Plan?), hereby grants to the Participant set forth below the number of Restricted Stock Units set forth below. The Restricted Stock Units are subject to all of the terms and conditions as set forth herein, in the R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36638 Medley

Forms of January 2021 Participating & Nonparticipating Class A Restricted Stock Unit Grant Notice.

RESTRICTED STOCK UNIT GRANT NOTICE UNDER THE MEDLEY MANAGEMENT INC. 2014 OMNIBUS INCENTIVE PLAN Medley Management Inc. (the ?Company?), pursuant to its 2014 Omnibus Incentive Plan (the ?Plan?), hereby grants to the Participant set forth below the number of Restricted Stock Units set forth below. The Restricted Stock Units are subject to all of the terms and conditions as set forth herein, in the R

Description of Capital Stock

EX-4.6 2 ex238496.htm EXHIBIT 4.6 DESCRIPTION OF DEBT SECURITIES The following description of Medley LLC (“we”, “us”, or the “Company”) debt securities is only a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to the indenture dated as of August 9, 2016, between us and U.S. Bank National Association, as trustee (the “Trustee”), as supplement

Subsidiaries of Medley Management Inc.

Exhibit 21.1 List of Subsidiaries The following is a list of subsidiaries of the Company as of December 31, 2020: Medley Management Inc. Medley LLC Medley Capital LLC MCC Advisors LLC MOF II Management LLC MOF III Management LLC SIC Advisors LLC Medley SMA Advisors LLC MOF II GP LLC Medley GP LLC Medley GP Holdings LLC MOF III GP LLC MOF III Offshore GP LLC MCOF Management LLC Medley Seed Funding

Financial Statements and Exhibits, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Other Events, Bankruptcy or Receivership

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 7, 2021 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 001-37857 27-2437343 (State or other jurisdiction of incorporation) (Commission File Number) (

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

EX-99.1 2 ex232279.htm EXHIBIT 99.1 Exhibit 99.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Medley LLC, 1 Debtor. Chapter 11 Case No. 21-10526 CHAPTER 11 PLAN OF REORGANIZATION OF MEDLEY LLC THIS CHAPTER 11 PLAN IS BEING SOLICITED FOR ACCEPTANCE OR REJECTION IN ACCORDANCE WITH SECTION 1125 OF THE BANKRUPTCY CODE AND WITHIN THE MEANING OF SECTION 1126 OF THE BANKRUPTC

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

Exhibit 99.2 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Medley LLC, Debtor. Chapter 11 Case No. 21-10526 DISCLOSURE STATEMENT FOR THE CHAPTER 11 PLAN OF REORGANIZATION OF MEDLEY LLC Eric J. Monzo (DE Bar No. 5214) Brya M. Keilson (DE Bar No. 4643) MORRIS JAMES LLP 500 Delaware Avenue; Suite 1500 Wilmington, DE 19801 Telephone: (302) 888-6800 Facsimile: (302) 571-1750

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

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): February 16, 2021 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 001-37857 27-2437343 (State or other jurisdiction of incorporation) (Commission File Numbe

First Amendment, dated as of February 3, 2021, to Fourth Amended and Restated Limited Liability Company Agreement of Medley LLC dated as of September 23, 2014.

EX-3.1 2 ex225390.htm EXHIBIT 3.1 Exhibit 3.1 FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF MEDLEY LLC THIS FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Amendment”) of Medley LLC, a Delaware limited liability company (the “Company”), is made effective as of February 3, 2021. BACKGROUND WHEREAS, Medley Management I

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

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): February 3, 2021 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 001-37857 27-2437343 (State or other jurisdiction of incorporation) (Commission File Number

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

8-K 1 mdlx202102018k.htm FORM 8-K 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): February 1, 2021 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 001-37857 27-2437343 (State or other jurisdiction of inco

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events

8-K 1 mdlx202101188k.htm FORM 8-K 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): January 15, 2021 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 001-37857 27-2437343 (State or other jurisdiction of inco

Other Events - 8-K

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): November 18, 2020 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 001-37857 27-2437343 (State or other jurisdiction of incorporation) (Commission File Numbe

Separation Agreement, dated August 13, 2020 between Medley LLC and John Fredericks†

Exhibit 10.1 August 14, 2020 VIA E-MAIL John D. Fredericks Re: Terms of Separation Dear John: This letter confirms the agreement (this “Agreement”) between you and Medley LLC (the “Company”) regarding the terms of your separation and offers you certain separation benefits in exchange for your agreement to the obligations set forth below and your other promises herein. 1.Separation Date. August 11,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36638 Medley LLC (Exac

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36638 Medley LLC (Exact nam

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36638 Medley LLC (Exact na

Annual Report - 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37857 Medle

MDLX / Medley LLC 10-K - Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37857 Medley LLC (Exact name of

Subsidiaries of Medley Management Inc.

Exhibit 21.1 List of Subsidiaries The following is a list of subsidiaries of the Company as of December 31, 2019: Name of Subsidiary Jurisdiction MCC Advisors LLC Delaware MCOF GP LLC Delaware MCOF Management LLC Delaware Medley (Aspect) GP LLC Delaware Medley (Aspect B) GP LLC Delaware Medley (Aspect) Management LLC Delaware Medley Avantor Investors LLC Delaware Medley Capital LLC Delaware Medley

MDLX / Medley LLC 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37857 Medley LLC (Exac

MDLX / Medley LLC 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37857 Medley LLC (Exact nam

MDLX / Medley LLC 10-Q Quarterly Report 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37857 Medley LLC (Exact na

MDLX / Medley LLC 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37857 Medley LLC (Exact name of

Form of Amended and Restated Limited Liability Company Agreement for the plan LLCs associated with the Medley Tactical Opportunities Carried Interest Allocation Plan.

EX-10.31 3 exhibit1031-formcillcagree.htm EXHIBIT 10.31 Exhibit 10.31 EXHIBIT A Amended and Restated Limited Liability Company Agreement of MEDLEY REALD INVESTORS LLC Dated as of November [ ], 2018 i NOTICE NEITHER MEDLEY REALD INVESTORS LLC NOR THE MEMBER INTERESTS THEREIN HAVE BEEN OR WILL BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, THE INVESTMENT COMPANY ACT OF 1940, AS AMENDED,

Amendment Number Four to Credit Agreement and Waiver, dated as of March 28, 2019, regarding the Credit Agreement, dated as of August 19, 2014, among Medley LLC, the lenders party thereto and City National Bank.

EX-10.38 4 cnbmedleyamendmentnumber.htm EXHIBIT 10.38

Subsidiaries of Medley Management Inc.

Exhibit 21.1 List of Subsidiaries The following is a list of subsidiaries of the Company as of December 31, 2018: Name of Subsidiary Jurisdiction MCC Advisors LLC Delaware MCOF GP LLC Delaware MCOF Management LLC Delaware Medley (Aspect) GP LLC Delaware Medley (Aspect B) GP LLC Delaware Medley (Aspect) Management LLC Delaware Medley Avantor Investors LLC Delaware Medley Capital LLC Delaware Medley

Form of Award Letter for the Medley Tactical Opportunities Carried Interest Allocation Plan.

Exhibit E

December 18, 2018 Medley LLC 280 Park Avenue, 6th Floor East New York, NY 10017 Re: Waiver Letter (the “Waiver Letter”) Ladies and Gentlemen: We refer to that certain Credit Agreement, dated as of August 19, 2014 (as amended, restated, supplemented o

EX-10.1 2 waiverletterexecutionver.htm EXHIBIT 10.1 December 18, 2018 Medley LLC 280 Park Avenue, 6th Floor East New York, NY 10017 Re: Waiver Letter (the “Waiver Letter”) Ladies and Gentlemen: We refer to that certain Credit Agreement, dated as of August 19, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among Medley LLC, a Delawa

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): December 18, 2018 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 001-37857 27-2437343 (State or other jurisdiction of (Commission File Number) (IRS Employe

MDLX / Medley LLC 8-K (Prospectus)

425 1 cnbwaiver-12182018xmedleyl.htm 8-K 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): December 18, 2018 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 001-37857 27-2437343 (State or other jurisdiction

December 18, 2018 Medley LLC 280 Park Avenue, 6th Floor East New York, NY 10017 Re: Waiver Letter (the “Waiver Letter”) Ladies and Gentlemen: We refer to that certain Credit Agreement, dated as of August 19, 2014 (as amended, restated, supplemented o

EX-10.1 2 waiverletterexecutionver.htm EXHIBIT 10.1 December 18, 2018 Medley LLC 280 Park Avenue, 6th Floor East New York, NY 10017 Re: Waiver Letter (the “Waiver Letter”) Ladies and Gentlemen: We refer to that certain Credit Agreement, dated as of August 19, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among Medley LLC, a Delawa

November 14, 2018 Medley LLC 280 Park Avenue, 6th Floor East New York, NY 10017 Re: Letter Agreement (the "Letter Agreemene) Ladies and Gentlemen: We refer to that certain Credit Agreement, dated as of August 19, 2014 (as amended, restated, supplemen

cnbmedleyletteragreement November 14, 2018 Medley LLC 280 Park Avenue, 6th Floor East New York, NY 10017 Re: Letter Agreement (the "Letter Agreemene) Ladies and Gentlemen: We refer to that certain Credit Agreement, dated as of August 19, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the "Credit Agreement"), by and among Medley LLC, a Delaware limited liability c

SUPPLEMENT NO. 4 TO GUARANTEE AND COLLATERAL AGREEMENT SUPPLEMENT NO. 4 (this “Supplement”) dated as of November 14, 2018 to the Guarantee and Collateral Agreement dated as of August 19, 2014 (as amended, supplemented or otherwise modified from time

cnbmedleysupplementno4to SUPPLEMENT NO. 4 TO GUARANTEE AND COLLATERAL AGREEMENT SUPPLEMENT NO. 4 (this “Supplement”) dated as of November 14, 2018 to the Guarantee and Collateral Agreement dated as of August 19, 2014 (as amended, supplemented or otherwise modified from time to time, the “Guarantee and Collateral Agreement”), among MEDLEY LLC, a Delaware limited liability company (the “Borrower”),

November 14, 2018 Medley LLC 280 Park A venue, 6th Floor East New York, NY 10017 Re: Waiver to Credit Agreement Ladies and Gentlemen: We refer to that certain Credit Agreement, dated as of August 19, 2014 (as amended, restated, supplemented or otherw

cnbmedleywaivertocredita November 14, 2018 Medley LLC 280 Park A venue, 6th Floor East New York, NY 10017 Re: Waiver to Credit Agreement Ladies and Gentlemen: We refer to that certain Credit Agreement, dated as of August 19, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the "Credit Agreement"), by and among Medley LLC, a Delaware limited liability company (the "Borrower" or "you"), the lenders from time to time party thereto (the "Lenders"), and City National Bank, a national banking association, in its capacity as the administrative agent (the "Administrative Agent") and in its capacity as the collateral agent for the Lenders (the "Administrative Agent" and the "Collateral Agent", collectively "Agents").

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): November 14, 2018 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 001-37857 27-2437343 (State or other jurisdiction of (Commission File Number) (IRS Employe

November 14, 2018 Medley LLC 280 Park A venue, 6th Floor East New York, NY 10017 Re: Waiver to Credit Agreement Ladies and Gentlemen: We refer to that certain Credit Agreement, dated as of August 19, 2014 (as amended, restated, supplemented or otherw

cnbmedleywaivertocredita November 14, 2018 Medley LLC 280 Park A venue, 6th Floor East New York, NY 10017 Re: Waiver to Credit Agreement Ladies and Gentlemen: We refer to that certain Credit Agreement, dated as of August 19, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the "Credit Agreement"), by and among Medley LLC, a Delaware limited liability company (the "Borrower" or "you"), the lenders from time to time party thereto (the "Lenders"), and City National Bank, a national banking association, in its capacity as the administrative agent (the "Administrative Agent") and in its capacity as the collateral agent for the Lenders (the "Administrative Agent" and the "Collateral Agent", collectively "Agents").

MDLX / Medley LLC 8-K (Prospectus)

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): November 14, 2018 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 001-37857 27-2437343 (State or other jurisdiction of (Commission File Number) (IRS Employe

November 14, 2018 Medley LLC 280 Park Avenue, 6th Floor East New York, NY 10017 Re: Letter Agreement (the "Letter Agreemene) Ladies and Gentlemen: We refer to that certain Credit Agreement, dated as of August 19, 2014 (as amended, restated, supplemen

cnbmedleyletteragreement November 14, 2018 Medley LLC 280 Park Avenue, 6th Floor East New York, NY 10017 Re: Letter Agreement (the "Letter Agreemene) Ladies and Gentlemen: We refer to that certain Credit Agreement, dated as of August 19, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the "Credit Agreement"), by and among Medley LLC, a Delaware limited liability c

SUPPLEMENT NO. 4 TO GUARANTEE AND COLLATERAL AGREEMENT SUPPLEMENT NO. 4 (this “Supplement”) dated as of November 14, 2018 to the Guarantee and Collateral Agreement dated as of August 19, 2014 (as amended, supplemented or otherwise modified from time

cnbmedleysupplementno4to SUPPLEMENT NO. 4 TO GUARANTEE AND COLLATERAL AGREEMENT SUPPLEMENT NO. 4 (this “Supplement”) dated as of November 14, 2018 to the Guarantee and Collateral Agreement dated as of August 19, 2014 (as amended, supplemented or otherwise modified from time to time, the “Guarantee and Collateral Agreement”), among MEDLEY LLC, a Delaware limited liability company (the “Borrower”),

MDLX / Medley LLC 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36638 Medley LLC (Exac

MDLX / Medley LLC 10-Q (Quarterly Report)

10-Q 1 medleyllcq22018form10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File

MDLX / Medley LLC 10-Q (Quarterly Report)

10-Q 1 medleyllcq12018form10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File

Letter from RSM US LLP, dated May 15, 2018, regarding change in accounting principle.

medleyllcpreferabilityle 1185 Avenue of the Americas Fifth Floor May 15, 2018 New York, NY 10036 T +1 212 372 1000 F +1 212 372 1001 Medley LLC www.

Form of Class A Medley LLC Unit Award Agreement, as amended

Exhibit 10.1 CLASS A UNIT AWARD AGREEMENT UNDER THE FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF MEDLEY LLC DATED AND EFFECTIVE AS OF [DATE] This AWARD AGREEMENT (“Agreement”) dated and effective as of [DATE] (the “Grant Date”), and is between Medley LLC, a Delaware limited liability company (the “Company”), and [NAME] (the “Participant”). Any term capitalized but not defined

Form of Class A Medley LLC Unit Retention Award Agreement

EX-10.2 3 medleyllc-03312018xex102.htm EXHIBIT 10.2 Exhibit 10.2 CLASS A UNIT AWARD AGREEMENT UNDER THE FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF MEDLEY LLC DATED AND EFFECTIVE AS OF [DATE] This AWARD AGREEMENT (“Agreement”) dated and effective as of [DATE] (the “Grant Date”), and is between Medley LLC, a Delaware limited liability company (the “Company”), and [NAME] (the

Subsidiaries of Medley Management Inc.

EX-21.1 2 medleyllc-12312017xex211.htm EXHIBIT 21.1 Exhibit 21.1 List of Subsidiaries The following is a list of subsidiaries of the Company as of December 31, 2017: Name of Subsidiary Jurisdiction MCC Advisors LLC Delaware MCOF GP LLC Delaware MCOF Management LLC Delaware Medley (Aspect) GP LLC Delaware Medley (Aspect) Management LLC Delaware Medley Capital LLC Delaware Medley GP Holdings LLC Del

MDLX / Medley LLC 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 333-212514 Medley LLC (Exact name o

MDLX / Medley LLC MEDLEY LLC 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37857 Medley LLC (Exac

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Document 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): September 22, 2017 MEDLEY LLC (Exact name of registrant as specified in its charter) Delaware 333-212514 27-2437343 (State or other jurisdiction of (Commission File Number) (

Amendment Number Three, dated as of September 22, 2017, to the Credit Agreement, dated as of August 19, 2014, among Medley LLC, the lenders party thereto and City National Bank

Exhibit EXECUTION VERSION Exhibit 10.1 AMENDMENT NUMBER THREE TO CREDIT AGREEMENT THIS AMENDMENT NUMBER THREE TO CREDIT AGREEMENT (this ? Amendment ?), dated as of September 22, 2017, is entered into by and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each ind

MDLX / Medley LLC MEDLEY LLC Q2 2017 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37857 Medley LLC (Exact nam

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 333-212514 Medley LLC (Exact n

CLASS A UNIT AWARD AGREEMENT UNDER THE FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF MEDLEY LLC DATED AND EFFECTIVE AS OF [________]

CLASS A UNIT AWARD AGREEMENT UNDER THE FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF MEDLEY LLC DATED AND EFFECTIVE AS OF [] This AWARD AGREEMENT (“Agreement”) dated as of [ ], is made effective as of [ ] the “Grant Date”), and is between Medley LLC, a Delaware limited liability company (the “Company”), and [ ] (the “Participant”).

List of Subsidiaries

Exhibit 21.1 List of Subsidiaries The following is a list of subsidiaries of the Company as of December 31, 2016: Name of Subsidiary Jurisdiction MCC Advisors LLC Delaware MCOF GP LLC Delaware MCOF Management LLC Delaware Medley (Aspect) GP LLC Delaware Medley (Aspect) Management LLC Delaware Medley Capital LLC Delaware Medley GP Holdings LLC Delaware Medley GP LLC Delaware Medley Seed Funding I L

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 333-212514 Medley LLC (Exact name o

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): February 22, 2017 MEDLEY LLC (Exact Name of Registrant as Specified in Charter) Commission File Number: 333-212514 Delaware 27-2437343 (State or Other Jurisdiction of Incorporation) (

Fourth Supplemental Indenture, dated February 22, 2017, between Medley LLC and U.S. Bank National Association, as trustee, including the form of note attached as an exhibit thereto (incorporated by reference to Exhibit 4.1 of Medley LLC's Current Report on Form 8-K filed on February 22, 2017).

Exhibit 4.1 FOURTH SUPPLEMENTAL INDENTURE between MEDLEY LLC and U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of February 22, 2017 FOURTH SUPPLEMENTAL INDENTURE THIS FOURTH SUPPLEMENTAL INDENTURE (this ?Fourth Supplemental Indenture?), dated as of February 22, 2017, is between Medley LLC, a Delaware limited liability company (the ?Company?), and U.S. Bank National Association, as trustee (t

MEDLEY MANAGEMENT INC. ANNOUNCES CLOSING OF ADDITIONAL $34.5 MILLION MEDLEY LLC PUBLIC OFFERING OF 7.25% NOTES DUE 2024

Exhibit 99.1 MEDLEY MANAGEMENT INC. ANNOUNCES CLOSING OF ADDITIONAL $34.5 MILLION MEDLEY LLC PUBLIC OFFERING OF 7.25% NOTES DUE 2024 NEW YORK, February 22, 2017 (GLOBE NEWSWIRE) - Medley Management Inc. (?Medley?) (NYSE:MDLY), a credit-focused asset management firm, today announced that Medley LLC, its operating company, has closed its public offering of an additional $34,500,000 in aggregate prin

PROSPECTUS MEDLEY LLC $30,000,000 7.25% Notes Due 2024 TABLE OF CONTENTS CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS CERTAIN DEFINED TERMS PRESENTATION OF FINANCIAL INFORMATION CORPORATE INFORMATION AND AVAILABLE INFORMATION PROSPECTUS SUMMA

Filed pursuant to Rule 424(b)(1) Registration Statement No. 333-216017 PROSPECTUS MEDLEY LLC $30,000,000 7.25% Notes Due 2024 Medley LLC (?Medley?, the ?Company?, ?we? or ?us?) is the operating company of Medley Management Inc., a public company listed on the New York Stock Exchange (the ?NYSE?) and traded under the symbol ?MDLY.? We are an asset management firm offering yield solutions to retail

MEDLEY LLC $30,000,000 7.25% Senior Notes due January 30, 2024 Term Sheet

Filed pursuant to Rule 433 Dated February 16, 2017 Registration Nos. 333-216108 and 333-216017 MEDLEY LLC $30,000,000 7.25% Senior Notes due January 30, 2024 Term Sheet Issuer: Medley LLC Security description: 7.25% Senior Notes due 2024 (the ?New 2024 Notes?). The New 2024 Notes constitute a further issuance of the 7.25% Senior Notes due 2024, of which $34,500,000 principal amount was issued on J

Medley S-1MEF

As filed with the Securities and Exchange Commission on February 16, 2017 Registration No.

Medley S-1/A

As filed with the Securities and Exchange Commission on February 14, 2017 Registration No.

Medley ESP

Medley LLC 280 Park Avenue, 6th Floor East New York, New York 10017 February 14, 2017 VIA EDGAR Mr.

Medley ESP

February 14, 2017 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F.

Medley LLC 7.25% Notes due 2024 Form of Underwriting Agreement

Exhibit 1.1 Medley LLC 7.25% Notes due 2024 Form of Underwriting Agreement [•], 2017 FBR Capital Markets & Co. [Address] As Representative of the several Underwriters named in Schedule I hereto, (the “Representative”) Ladies and Gentlemen: Medley LLC, a Delaware limited liability company (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwri

securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to

Exhibit 25.1 securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) ¨ U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identif

FOURTH SUPPLEMENTAL INDENTURE MEDLEY LLC U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of [?], 2017 FOURTH SUPPLEMENTAL INDENTURE

Exhibit 4.5 FOURTH SUPPLEMENTAL INDENTURE between MEDLEY LLC and U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of [?], 2017 FOURTH SUPPLEMENTAL INDENTURE THIS FOURTH SUPPLEMENTAL INDENTURE (this ?Fourth Supplemental Indenture?), dated as of [?], 2017, is between Medley LLC, a Delaware limited liability company (the ?Company?), and U.S. Bank National Association, as trustee (the ?Trustee?). A

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MEDLEY LLC Medley LLC 280 Park Avenue, 6th Floor East New York, New York 10017 (212) 759-0777 John D. Fredericks General C

As filed with the Securities and Exchange Commission on February 13, 2017 Registration No.

Medley 8-A12B

8-A12B 1 v4572828a12b.htm 8-A12B As filed with the Securities and Exchange Commission on January 20, 2017 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A Registration of Certain Classes of Securities Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 Medley LLC (Exact name of registrant as specified in its charter) Delaware 27-2437343 (State

MEDLEY MANAGEMENT INC. ANNOUNCES CLOSING OF $34.5 MILLION MEDLEY LLC PUBLIC OFFERING OF 7.25% NOTES DUE 2024

Exhibit 99.1 MEDLEY MANAGEMENT INC. ANNOUNCES CLOSING OF $34.5 MILLION MEDLEY LLC PUBLIC OFFERING OF 7.25% NOTES DUE 2024 NEW YORK, January 18, 2017 (GLOBE NEWSWIRE) - Medley Management Inc. (?Medley?) (NYSE:MDLY), a credit-focused asset management firm, today announced that Medley LLC, its operating company, has closed its public offering of $34,500,000 in aggregate principal amount of its 7.25%

Medley FORM 8-K (Current Report/Significant Event)

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): January 18, 2017 MEDLEY LLC (Exact Name of Registrant as Specified in Charter) Commission File Number: 333-212514 Delaware 27-2437343 (State or Other Jurisdiction of Incorporation) (I

Third Supplemental Indenture, dated January 18, 2017, between Medley LLC and U.S. Bank National Association, as trustee, including the form of note attached as an exhibit thereto (incorporated by reference to Exhibit 4.1 of Medley LLC's Current Report on Form 8-K filed on January 20, 2017).

Exhibit 4.1 THIRD SUPPLEMENTAL INDENTURE between MEDLEY LLC and U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of January 18, 2017 THIRD SUPPLEMENTAL INDENTURE THIS THIRD SUPPLEMENTAL INDENTURE (this ?Third Supplemental Indenture?), dated as of January 18, 2017, is between Medley LLC, a Delaware limited liability company (the ?Company?), and U.S. Bank National Association, as trustee (the ?Tr

PROSPECTUS MEDLEY LLC $30,000,000 7.25% Notes Due 2024 TABLE OF CONTENTS CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS CERTAIN DEFINED TERMS PRESENTATION OF FINANCIAL INFORMATION CORPORATE INFORMATION AND AVAILABLE INFORMATION PROSPECTUS SUMMA

Filed Pursuant to Rule 424(b)(1) Registration Statement File Nos. 333-214609 and 333-215533 PROSPECTUS MEDLEY LLC $30,000,000 7.25% Notes Due 2024 Medley LLC (?Medley?, the ?Company?, ?we? or ?us?) is the operating company of Medley Management Inc., a public company listed on the New York Stock Exchange (the ?NYSE?) and traded under the symbol ?MDLY.? We are an asset management firm offering yield

MEDLEY LLC $30,000,000 7.25% Senior Notes due January 30, 2024 Term Sheet

Filed pursuant to Rule 433 Dated January 12, 2017 Registration Nos. 333-214609 and 333-215533 MEDLEY LLC $30,000,000 7.25% Senior Notes due January 30, 2024 Term Sheet Issuer: Medley LLC Security description: 7.25% Senior Notes due 2024 (the ?2024 Notes?) Type of offering: SEC Registered Principal amount: $30,000,000 Over-allotment option: $4,500,000 Maturity: January 30, 2024 Coupon: 7.25% Intere

Medley S-1MEF

As filed with the Securities and Exchange Commission on January 12, 2017 Registration No.

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MEDLEY LLC Medley LLC 280 Park Avenue, 6th Floor East New York, New York 10017 (212) 759-0777 John D. F

As filed with the Securities and Exchange Commission on January 9, 2017 Registration No.

THIRD SUPPLEMENTAL INDENTURE MEDLEY LLC U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of [?], 2016 THIRD SUPPLEMENTAL INDENTURE

Exhibit 4.4 THIRD SUPPLEMENTAL INDENTURE between MEDLEY LLC and U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of [●], 2016 THIRD SUPPLEMENTAL INDENTURE THIS THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”), dated as of [●], 2016, is between Medley LLC, a Delaware limited liability company (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”). All c

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MEDLEY LLC Medley LLC 280 Park Avenue, 6th Floor East New York, New York 10017 (212) 759-0777 John D. Fredericks General C

As filed with the Securities and Exchange Commission on November 14, 2016 Registration No.

securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to

Exhibit 25.1 securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) ☐ U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identif

Medley LLC [?]% Notes due 20[?] Form of Underwriting Agreement

Exhibit 1.1 Medley LLC [?]% Notes due 20[?] Form of Underwriting Agreement [?], 2016 FBR Capital Markets & Co. [Address] As Representative of the several Underwriters named in Schedule I hereto, (the ?Representative?) Ladies and Gentlemen: Medley LLC, a Delaware limited liability company (the ?Company?), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwri

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 333-212514 Medley LLC (Exa

Second Supplemental Indenture dated as of October 18, 2016, between Medley LLC and U.S. Bank National Association, as Trustee, with the form of note included therein (incorporated by reference to Exhibit 4.1 of Medley LLC’s Current Report on Form 8-K filed on October 19, 2016).

Exhibit 4.1 SECOND SUPPLEMENTAL INDENTURE between MEDLEY LLC and U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of October 18, 2016 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE (this ?Second Supplemental Indenture?), dated as of October 18, 2016, is between Medley LLC, a Delaware limited liability company (the ?Company?), and U.S. Bank National Association, as trustee (the

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): October 18, 2016 MEDLEY LLC (Exact Name of Registrant as Specified in Charter) Commission File Number: 333-212514 Delaware 27-2437343 (State or Other Jurisdiction of Incorporation) (I

MEDLEY MANAGEMENT INC. CLOSES AN ADDITIONAL $28.6 MILLION OF MEDLEY LLC 6.875% NOTES DUE 2026

Exhibit 99.1 MEDLEY MANAGEMENT INC. CLOSES AN ADDITIONAL $28.6 MILLION OF MEDLEY LLC 6.875% NOTES DUE 2026 NEW YORK, October 18, 2016 (GLOBE NEWSWIRE) ? Medley Management Inc. (?Medley?) (NYSE:MDLY), a credit-focused asset management firm, today announced that Medley LLC, its operating company, has closed the public offering of an additional $28,595,000 in aggregate principal amount of its 6.875%

PROSPECTUS MEDLEY LLC $28,595,000 6.875% Notes Due 2026 TABLE OF CONTENTS CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS CERTAIN DEFINED TERMS PRESENTATION OF FINANCIAL INFORMATION CORPORATE INFORMATION AND AVAILABLE INFORMATION PROSPECTUS SUMM

Filed Pursuant to Rule 424(b)(1) Registration Statement Nos. 333-213984 and 333-214090 PROSPECTUS MEDLEY LLC $28,595,000 6.875% Notes Due 2026 Medley LLC (?Medley?, the ?Company?, ?we? or ?us?) is the operating company of Medley Management Inc., a public company listed on the New York Stock Exchange (the ?NYSE?) and traded under the symbol ?MDLY.? We are an asset management firm offering yield sol

Medley S-1MEF

As filed with the Securities and Exchange Commission on October 13, 2016 Registration No.

MEDLEY LLC $28,595,000 6.875% Senior Notes due August 15, 2026 Term Sheet

Filed pursuant to Rule 433 Dated October 13, 2016 Registration No. 333-213984 MEDLEY LLC $28,595,000 6.875% Senior Notes due August 15, 2026 Term Sheet Issuer: Medley LLC Security description: 6.875% Senior Notes due 2026 (the ?New 2026 Notes?). The New 2026 Notes constitute a further issuance of the 6.875% Senior Notes due 2026, of which $28,595,000principal amount was issued on August 9, 2016 (t

Medley S-1/A

As filed with the Securities and Exchange Commission on October 13, 2016 Registration No.

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MEDLEY LLC Medley LLC 280 Park Avenue, 6th Floor East New York, New York 10017 (212) 759-0777 John D.

As filed with the Securities and Exchange Commission on October 12, 2016 Registration No.

Medley LLC [?]% Notes due 20[?] Form of Underwriting Agreement

Exhibit 1.1 Medley LLC [?]% Notes due 20[?] Form of Underwriting Agreement [?], 2016 FBR Capital Markets & Co. [Address] As Representative of the several Underwriters named in Schedule I hereto, (the ?Representative?) Ladies and Gentlemen: Medley LLC, a Delaware limited liability company (the ?Company?), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwri

Medley ESP

Medley LLC 280 Park Avenue, 6th Floor East New York, New York 10017 October 12, 2016 VIA EDGAR Katelyn Donovan Securities and Exchange Commission Division of Corporation Finance 100 F.

Medley ESP

October 12, 2016 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F.

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MEDLEY LLC Medley LLC 280 Park Avenue, 6th Floor East New York, New York 10017 (212) 759-0777 John D. Fredericks General

As filed with the Securities and Exchange Commission on October 5, 2016 Registration No.

securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to

Exhibit 25.1 securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) ? U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identif

SUBSIDIARIES OF MEDLEY LLC

Exhibit 21.1 SUBSIDIARIES OF MEDLEY LLC Name of Subsidiary Jurisdiction of Organization MCC Advisors LLC Delaware MCOF GP LLC Delaware MCOF Management LLC Delaware Medley Capital LLC Delaware Medley GP Holdings LLC Delaware Medley GP LLC Delaware Medley Seed Funding I LLC Delaware Medley SMA Advisors LLC Delaware MOF II GP LLC Delaware MOF II Management LLC Delaware MOF III GP LLC Delaware MOF III

Medley LLC [?]% Notes due 20[?] Form of Underwriting Agreement

Exhibit 1.1 Medley LLC [•]% Notes due 20[•] Form of Underwriting Agreement [•], 2016 FBR Capital Markets & Co. [Address] As Representative of the several Underwriters named in Schedule I hereto, (the “Representative”) Ladies and Gentlemen: Medley LLC, a Delaware limited liability company (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwri

SECOND SUPPLEMENTAL INDENTURE MEDLEY LLC U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of [?], 2016 SECOND SUPPLEMENTAL INDENTURE

Exhibit 4.3 SECOND SUPPLEMENTAL INDENTURE between MEDLEY LLC and U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of [?], 2016 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE (this ?Second Supplemental Indenture?), dated as of [?], 2016, is between Medley LLC, a Delaware limited liability company (the ?Company?), and U.S. Bank National Association, as trustee (the ?Trustee?). A

Other Events

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): September 13, 2016 Medley Management Inc. Medley LLC (Exact name of registrant as specified in its charter) Delaware Delaware 001-36638 333-212514 47-1130638 27-2437343 (State or othe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 333-212514 Medley LLC (Exact na

First Supplemental Indenture, dated August 9, 2016, between Medley LLC and U.S. Bank National Association, as trustee, including the form of note attached as an exhibit thereto (incorporated by reference to Exhibit 4.2 of Medley LLC’s Current Report on Form 8-K filed on August 9, 2016).

Exhibit 4.2 FIRST SUPPLEMENTAL INDENTURE between MEDLEY LLC and U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of August 9, 2016 FIRST SUPPLEMENTAL INDENTURE THIS FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of August 9, 2016, is between Medley LLC, a Delaware limited liability company (the “Company”), and U.S. Bank National Association, as trustee (the “Truste

Indenture, dated August 9, 2016, between Medley LLC and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 of Medley LLC’s Current Report on Form 8-K filed on August 9, 2016).

Exhibit 4.1 MEDLEY LLC Issuer and U.S. BANK NATIONAL ASSOCIATION Trustee Indenture Dated as of August 9, 2016 Providing for the Issuance of Debt Securities MEDLEY LLC Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of August 9, 2016 Trust Indenture Act Section Indenture Section ? 310 (a)(1) 607 (a)(2) 607 (b) 609 ? 312 (c) 701 ? 314 (a) 704 (a)(4) 1005 (c)(1) 102

Medley 8-A12B

As filed with the Securities and Exchange Commission on August 10, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Medley 8-A12B

As filed with the Securities and Exchange Commission on August 10, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): August 9, 2016 MEDLEY LLC (Exact Name of Registrant as Specified in Charter) Commission File Number: 333-212514 Delaware 27-2437343 (State or Other Jurisdiction of Incorporation) (IRS

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): August 9, 2016 MEDLEY LLC (Exact Name of Registrant as Specified in Charter) Commission File Number: 333-212514 Delaware 27-2437343 (State or Other Jurisdiction of Incorporation) (IRS

Indenture, dated August 9, 2016, between Medley LLC and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 of Medley LLC’s Current Report on Form 8-K filed on August 9, 2016).

Exhibit 4.1 MEDLEY LLC Issuer and U.S. BANK NATIONAL ASSOCIATION Trustee Indenture Dated as of August 9, 2016 Providing for the Issuance of Debt Securities MEDLEY LLC Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of August 9, 2016 Trust Indenture Act Section Indenture Section ? 310 (a)(1) 607 (a)(2) 607 (b) 609 ? 312 (c) 701 ? 314 (a) 704 (a)(4) 1005 (c)(1) 102

MEDLEY MANAGEMENT ANNOUNCES CLOSING OF MEDLEY LLC PUBLIC OFFERING OF $25 MILLION OF 6.875% NOTES DUE 2026

Exhibit 99.1 MEDLEY MANAGEMENT ANNOUNCES CLOSING OF MEDLEY LLC PUBLIC OFFERING OF $25 MILLION OF 6.875% NOTES DUE 2026 New York, August 4, 2016 ? Medley Management Inc. (?Medley?) (NYSE:MDLY), a credit-focused asset management firm, today announced that Medley LLC, its operating company, has closed on its offering of $25 million in aggregate principal amount of 6.875% notes due 2026 at a public of

First Supplemental Indenture, dated August 9, 2016, between Medley LLC and U.S. Bank National Association, as trustee, including the form of note attached as an exhibit thereto (incorporated by reference to Exhibit 4.2 of Medley LLC’s Current Report on Form 8-K filed on August 9, 2016).

Exhibit 4.2 FIRST SUPPLEMENTAL INDENTURE between MEDLEY LLC and U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of August 9, 2016 FIRST SUPPLEMENTAL INDENTURE THIS FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of August 9, 2016, is between Medley LLC, a Delaware limited liability company (the “Company”), and U.S. Bank National Association, as trustee (the “Truste

PROSPECTUS MEDLEY LLC $25,000,000 6.875% Notes Due 2026 The date of this prospectus is August 4, 2016 TABLE OF CONTENTS CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS CERTAIN DEFINED TERMS PRESENTATION OF FINANCIAL INFORMATION CORPORATE INFORMA

424B1 1 v446098424b1.htm 424B1 Filed Pursuant to Rule 424(b)(1) Registration Statement No. 333-212514 PROSPECTUS MEDLEY LLC $25,000,000 6.875% Notes Due 2026 Medley LLC (“Medley”, the “Company”, “we” or “us”) is the operating company of Medley Management Inc., a public company listed on the New York Stock Exchange (the “NYSE”) and traded under the symbol “MDLY.” We are an asset management firm off

MEDLEY LLC $25,000,000 6.875% Senior Notes due August 15, 2026 Term Sheet

Filed pursuant to Rule 433 Dated August 4, 2016 Registration No. 333-212514 MEDLEY LLC $25,000,000 6.875% Senior Notes due August 15, 2026 Term Sheet Issuer: Medley LLC Security description: 6.875% Senior Notes due 2026 (the ?Notes?) Type of offering: SEC Registered Principal amount: $25,000,000 Over-allotment option: $3,750,000 Maturity: August 15, 2026 Coupon: 6.875% Interest payment dates: Febr

Medley ESP

R. Cabell Morris, Esq. Email: [email protected] Tel: (312) 558-5609 Fax: (312) 558-5700 August 3, 2016 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance F Street, NE, DC 20549 Attention: Michael Clampitt Eric Envall Yolanda Trotter Hugh West Re: Medley LLC Amendment No. 2 to Registration Statement on Form S-1 Filed August 2, 2016 File No. 333-212514 Ladies and Gen

Medley S-1/A

As filed with the Securities and Exchange Commission on August 3, 2016 Registration No.

Certificate of Formation of Medley LLC (incorporated by reference to Exhibit 3.1 to Medley LLC’s Registration Statement on Form S-1 (File No. 333-212514)).

Exhibit 3.1 STATE of DELAWARE LIMITED LIABILITY COMPANY CERTIFICATE of FORMATION ? First: The name of the limited liability company is Medley Capital Holdings LLC . ? Second: The address of its registered office in the State of Delaware is 3500 South DuPont Hwy, in the County of Kent, DE 19901 in the City of Dover. The name of its Registered agent at such address is Incorporating Services, Ltd. .

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MEDLEY LLC Medley LLC 280 Park Avenue, 6th Floor East New York, New York 10017 (212) 759-0777 John D. Fred

As filed with the Securities and Exchange Commission on August 2, 2016 Registration No.

Medley ESP

R. Cabell Morris, Esq. Email: [email protected] Tel: (312) 558-5609 Fax: (312) 558-5700 August 2, 2016 VIA EDGAR AND OVERNIGHT DELIVERY U.S. Securities and Exchange Commission Division of Corporation Finance F Street, NE, DC 20549 Attention: Michael Clampitt Eric Envall Yolanda Trotter Hugh West Re: Medley LLC Amendment No. 1 to Registration Statement on Form S-1 Filed July 28, 2016 File No. 333

Medley ESP

Medley LLC 280 Park Avenue, 6th Floor East New York, New York 10017 August 2, 2016 VIA EDGAR Eric Envall Securities and Exchange Commission Division of Corporation Finance 100 F.

Medley ESP

August 2, 2016 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F.

securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to

Exhibit 25.1 securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) ¨ U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identif

Medley LLC [?]% Notes due 20[?] Distribution Agreement

Exhibit 1.1 Medley LLC [●]% Notes due 20[●] Distribution Agreement [●], 2016 Incapital LLC 200 South Wacker Drive Suite 3700 Chicago, Illinois 60606 As Representative of the several Purchasing Agents named in Schedule I hereto, (the “Representative”) Ladies and Gentlemen: Medley LLC, a Delaware limited liability company (the “Company”), proposes, subject to the terms and conditions stated herein,

Master Investment Agreement, dated as of June 3, 2016, among Medley LLC, Medley Seed Funding I LLC, Medley Seed Funding II LLC, Medley Seed Funding III LLC, DB MED Investor I LLC and DB MED Investor II LLC (incorporated by reference to Exhibit 10.11 to Medley LLC’s Amendment No. 1 to Form S-1 (File No. 333-212514) filed on July 28, 2016).

Exhibit 10.11 Master Investment Agreement among Medley LLC Medley Seed Funding I LLC Medley Seed Funding II LLC Medley Seed Funding III LLC DB MED Investor I LLC and DB MED Investor II LLC Dated as of June 3, 2016 MASTER INVESTMENT AGREEMENT TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 1.1 Definitions. 1 ARTICLE II MANAGEMENT OF THE SPVs 6 2.1 Managing Member 6 2.2 Special Consent Rights. 7 ARTI

Medley ESP

R. Cabell Morris, Esq. Email: [email protected] Tel: (312) 558-5609 Fax: (312) 558-5700 July 28, 2016 VIA EDGAR AND OVERNIGHT DELIVERY U.S. Securities and Exchange Commission Division of Corporation Finance F Street, NE , DC 20549 Attention: Michael Clampitt Eric Envall Yolanda Trotter Hugh West Re: Medley LLC Registration Statement on Form S-1 Filed July 14, 2016 File No. 333-212514 Ladies and

MEDLEY LLC U.S. BANK NATIONAL ASSOCIATION Dated as of [?], 2016 Providing for the Issuance Debt Securities MEDLEY LLC Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of [?], 2016

Exhibit 4.1 MEDLEY LLC Issuer and U.S. BANK NATIONAL ASSOCIATION Trustee Indenture Dated as of [Ÿ], 2016 Providing for the Issuance of Debt Securities MEDLEY LLC Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of [Ÿ], 2016 Trust Indenture Act Section Indenture Section § 310 (a)(1) 607 (a)(2) 607 (b) 609 § 312 (c) 701 § 314 (a) 704 (a)(4) 1005 (c)(1) 102 (c)(2) 10

SUBSIDIARIES OF MEDLEY LLC

Exhibit 21.1 SUBSIDIARIES OF MEDLEY LLC Name of Subsidiary Jurisdiction of Organization MCC Advisors LLC Delaware MCOF GP LLC Delaware MCOF Management LLC Delaware Medley Capital LLC Delaware Medley GP Holdings LLC Delaware Medley GP LLC Delaware Medley Seed Funding I LLC Delaware Medley Seed Funding II LLC Delaware Medley Seed Funding III LLC Delaware Medley SMA Advisors LLC Delaware MOF II GP LL

FIRST SUPPLEMENTAL INDENTURE MEDLEY LLC U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of [?], 2016 FIRST SUPPLEMENTAL INDENTURE

Exhibit 4.2 FIRST SUPPLEMENTAL INDENTURE between MEDLEY LLC and U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of [●], 2016 FIRST SUPPLEMENTAL INDENTURE THIS FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of [●], 2016, is between Medley LLC, a Delaware limited liability company (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”). All c

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MEDLEY LLC Medley LLC 280 Park Avenue, 6th Floor East New York, New York 10017 (212) 759-0777 John D. Fred

As filed with the Securities and Exchange Commission on July 28, 2016 Registration No.

Medley LLC [?]% Notes due 20[?] Distribution Agreement

Exhibit 1.1 Medley LLC [●]% Notes due 20[●] Distribution Agreement [●], 2016 Incapital LLC 200 South Wacker Drive Suite 3700 Chicago, Illinois 60606 Ladies and Gentlemen: Medley LLC, a Delaware limited liability company (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Incapital LLC (the “Purchasing Agent”) $[●] aggregate principal amount of [●]% No

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MEDLEY LLC Medley LLC 280 Park Avenue, 6th Floor East New York, New York 10017 (212) 759-0777 John D. Fredericks General C

As filed with the Securities and Exchange Commission on July 13, 2016 Registration No.

Medley ESP

R. Cabell Morris, Esq. Email: [email protected] Tel: (312) 558-5609 Fax: (312) 558-5700 July 13, 2016 VIA EDGAR AND OVERNIGHT DELIVERY U.S. Securities and Exchange Commission Division of Corporation Finance F Street, NE , DC 20549 Attention: Michael Clampitt Eric Envall Yolanda Trotter Hugh West Re: Medley LLC Draft Registration Statement on Form S-1 Submitted June 10, 2016 CIK No. 0001536577 La

Medley

As confidentially submitted to the Securities and Exchange Commission on June 10, 2016 pursuant to the Jumpstart Our Business Startups Act of 2012 Registration No.