COMSCORE, INC. — Director's Dealing 2018

Sep 12, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COMSCORE, INC. (SCOR)
CIK: 0001158172
Period of Report: 2018-09-07

Reporting Person: DiBattiste Carol A (See Remarks)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-09-07	Restricted Stock Units	$0.0	A	24753	Acquired		Common Stock (24753.0)	Direct
2018-09-07	Restricted Stock Units	$0.0	A	16502	Acquired		Common Stock (16502.0)	Direct
2018-09-07	Restricted Stock Units	$0.0	A	24753	Acquired		Common Stock (24753.0)	Direct
2018-09-07	Restricted Stock Units	$0.0	A	16502	Acquired		Common Stock (16502.0)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.

F2: This restricted stock unit award was granted pursuant to the terms of the comScore, Inc. 2018 Equity and Incentive Compensation Plan. This award will vest in two equal annual installments beginning on March 1, 2019, subject to the reporter's continued employment with the Company on each vesting date.

F3: This performance-based restricted stock unit award was granted pursuant to the terms of the comScore, Inc. 2018 Equity and Incentive Compensation Plan. This award will vest on March 1, 2021, subject to the reporter's continued employment with the Company on the vesting date and the achievement of certain revenue and adjusted EBITDA goals set forth in a Performance Restricted Stock Units Award Agreement. The reporter may earn between 0% and 200% of the number of performance-based restricted stock units granted, depending on the level of achievement.

F4: This restricted stock unit award was granted pursuant to the terms of the comScore, Inc. 2018 Equity and Incentive Compensation Plan. This award will vest in three equal annual installments beginning on March 1, 2019, subject to the reporter's continued employment with the Company on each vesting date.

F5: This performance-based restricted stock unit award was granted pursuant to the terms of the comScore, Inc. 2018 Equity and Incentive Compensation Plan. This award will vest on March 1, 2020, subject to the reporter's continued employment with the Company on the vesting date and the achievement of certain revenue and adjusted EBITDA goals set forth in a Performance Restricted Stock Units Award Agreement. The reporter may earn between 0% and 200% of the number of performance-based restricted stock units granted, depending on the level of achievement.