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COSTAR GROUP, INC. Director's Dealing 2015

Mar 9, 2015

30100_dirs_2015-03-09_ad3f92ca-f020-4c76-85b2-2ee7f0532565.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COSTAR GROUP INC (CSGP)
CIK: 0001057352
Period of Report: 2015-03-05

Reporting Person: FLORANCE ANDREW C (Director, President and CEO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-03-05 Common Stock, par value $0.01 per share A 30420 Acquired 165454 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2015-03-05 Option to Acquire Common Stock $193.69 A 32200 Acquired 2025-03-04 Common Stock (32200.0) Direct

Footnotes

F1: Includes a grant of 18,900 shares of restricted common stock that vest in three equal installments on March 5, 2016, March 5, 2017 and March 5, 2018, and a grant of 11,520 shares of restricted common stock that vest based upon CoStar Group, Inc.'s achievement of a three year performance goal.

F2: Represents all shares of Common Stock owned, consisting of 93,007 shares of Common Stock and 72,447 shares of Common Stock subject to unvested Restricted Stock grants.

F3: The option vests in three equal installments on March 5, 2016, March 5, 2017 and March 5, 2018