COSTAR GROUP, INC. — Director's Dealing 2020

Jan 2, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COSTAR GROUP, INC. (CSGP)
CIK: 0001057352
Period of Report: 2019-12-31

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-12-31	Common Stock, par value $0.01 per share	M	1032	$193.69	Acquired	97330	Direct
2019-12-31	Common Stock, par value $0.01 per share	M	547	$182.75	Acquired	97877	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-12-31	Option to Acquire Common Stock	$193.69	M	1032	Disposed	2025-03-04	Common Stock (1032.0)	Direct
2019-12-31	Option to Acquire Common Stock	$182.75	M	547	Disposed	2026-03-10	Common Stock (547.0)	Direct

Footnotes

F1: Represents all shares of Common Stock owned, consisting of 25,570 shares of Common Stock and 69,334 shares of Common Stock subject to unvested Restricted Stock grants, 1,213 shares of Deferred Stock Units and 1,213 shares of unvested Restricted Stock Units.

F2: Represents all shares of Common Stock owned, consisting of 26,117 shares of Common Stock and 69,334 shares of Common Stock subject to unvested Restricted Stock grants, 1,213 shares of Deferred Stock Units and 1,213 shares of unvested Restricted Stock Units.

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

F4: The option vested in three equal installments on March 11, 2017, March 11, 2018 and March 11, 2019.