ACI WORLDWIDE, INC. — Director's Dealing 2014

May 23, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ACI WORLDWIDE, INC. (ACIW)
CIK: 0000935036
Period of Report: 2014-05-21

Reporting Person: Shay John M Jr (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-21	Common Stock	S	2000.0	$53.3076	Disposed	1000	Direct
2014-05-23	Common Stock	M	5000.0	$37.42	Acquired	6000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-23	Non-Qualified Stock Option (right to buy)	$37.42	M	5000.0	Disposed	2016-05-25	Common Stock (5000)	Direct

Footnotes

F1: The sale price ranged from $53.14 to $53.53, with a weighted average sale price of $53.3076. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F2: The options were granted pursuant to the Company's 2005 Equity and Performance Incentive Plan, as amended. The options vested on the first anniversary of the date of grant. All options that were exercised were vested prior to exercise.