COSTAR GROUP, INC. — Director's Dealing 2018

Jul 31, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COSTAR GROUP INC (CSGP)
CIK: 0001057352
Period of Report: 2018-07-30

Reporting Person: Linnington Matthew (Executive VP, Sales)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-07-30	Common Stock, par value $0.01 per share	M	1884	$193.69	Acquired	28819	Direct
2018-07-30	Common Stock, par value $0.01 per share	M	2500	$182.75	Acquired	31319	Direct
2018-07-30	Common Stock, par value $0.01 per share	S	4384	$411.93	Disposed	26935	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-07-30	Option to Acquire Common Stock	$193.69	M	1884	Disposed	2025-03-04	Common Stock (1884.0)	Direct
2018-07-30	Option to Acquire Common Stock	$182.75	M	2500	Disposed	2026-03-10	Common Stock (2500.0)	Direct

Footnotes

F1: Represents all shares of Common Stock owned, consisting of 9,070 shares of Common Stock and 19,749 shares of Common Stock subject to unvested Restricted Stock grants.

F2: Represents all shares of Common Stock owned, consisting of 11,570 shares of Common Stock and 19,749 shares of Common Stock subject to unvested Restricted Stock grants.

F3: Average based on sales prices ranging from $411 to $412.76.

F4: Represents all shares of Common Stock owned, consisting of 7,186 shares of Common Stock and 19,749 shares of Common Stock subject to unvested Restricted Stock grants.

F5: The option vested in three equal installments on March 5, 2016, March 5, 2017 and March 5, 2018.

F6: The option vests in three equal installments on March 11, 2017, March 11, 2018 and March 11, 2019.