COMSCORE, INC. — Director's Dealing 2015

Mar 18, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COMSCORE, INC. (SCOR)
CIK: 0001158172
Period of Report: 2015-03-15

Reporting Person: Abraham Magid M (Director, Executive Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-15	Common Stock	F	4760	$49.75	Disposed	173504	Direct
2015-03-16	Common Stock	S	2377	$49.74	Disposed	171127	Direct
2015-03-16	Common Stock	S	10000	$49.557	Disposed	50286	Indirect
2015-03-15	Common Stock	M	3621	—	Acquired	53907	Indirect
2015-03-15	Common Stock	F	5583	$49.75	Disposed	48324	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-03-15	Common Stock	$0.0	M	3621	Disposed	2015-03-15	Common Stock (3621.0)	Indirect

Footnotes

F1: These shares were deducted to cover tax withholding obligations associated with the restricted stock award vesting on March 15, 2015.

F2: Shares disposed of pursuant to a 10b5-1 plan entered into in December, 2014.

F3: Price reflects the weighted average sale price. Shares were sold at prices ranging from $49.30 to $49.74. The filer undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate stock price.

F4: Granted pursuant to terms of comScore, Inc. 2007 Equity Incentive Plan. One half (1/2) to vest each year beginning on the first anniversary of the Grant Effective Date and annually thereafter on future anniversaries of the Vesting Commencement Date, provided that the recipient continues to provide services to the Company through each such date.