COSTAR GROUP, INC. — Director's Dealing 2019

Mar 19, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COSTAR GROUP INC (CSGP)
CIK: 0001057352
Period of Report: 2019-03-15

Reporting Person: Wheeler Scott T (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-03-15	Common Stock, par value $0.01 per share	A	2450	—	Acquired	32752	Direct

Footnotes

F1: Pursuant to the Management Stock Purchase Plan, all or a portion of the reporting person's annual cash incentive amount was converted to Deferred Stock Units (each equivalent to one share of common stock) at $469.13 per unit, and the Company awarded the reporting person Restricted Stock Units that vest in full after four years for an equal number of shares of common stock.

F2: Represents all shares of Common Stock owned, consisting of 948 shares of Common Stock and 29,354 shares of Common Stock subject to unvested Restricted Stock grants, 1,225 shares of Deferred Stock Units and 1,225 shares of unvested Restricted Stock Units.