Mastercard Inc — Director's Dealing 2011

Aug 15, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MASTERCARD INC (MA)
CIK: 0001141391
Period of Report: 2011-08-11

Reporting Person: Voquer Stephanie (Chief Human Resources Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-08-11	Class A Common Stock	M	378	$106.29	Acquired	2424	Direct
2011-08-11	Class A Common Stock	M	268	$190.	Acquired	2692	Direct
2011-08-11	Class A Common Stock	M	358	$158.03	Acquired	3050	Direct
2011-08-11	Class A Common Stock	S	1004	$320	Disposed	2046	Direct
2011-08-12	Class A Common Stock	M	378	$106.29	Acquired	2424	Direct
2011-08-12	Class A Common Stock	M	269	$190.00	Acquired	2693	Direct
2011-08-12	Class A Common Stock	M	358	$158.03	Disposed	3051	Direct
2011-08-12	Class A Common Stock	S	1005	$330.75	Disposed	2046	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-08-11	Employee Stock Option (right to buy)	$106.29	M	378	Disposed	2017-03-01	Class A Common Stock (378)	Direct
2011-08-11	Employee Stock Option (right to buy)	$190.00	M	268	Disposed	2018-03-01	Class A Common Stock (268)	Direct
2011-08-11	Employee Stock Option (right to buy)	$158.03	M	358	Disposed	2019-03-01	Class A Common Stock (358)	Direct
2011-08-12	Employee Stock Option (right to buy)	$106.29	M	378	Disposed	2017-03-01	Class A Common Stock (378)	Direct
2011-08-12	Employee Stock Option (right to buy)	$190.00	M	269	Disposed	2018-03-01	Class A Common Stock (269)	Direct
2011-08-12	Employee Stock Option (right to buy)	$158.03	M	358	Disposed	2019-03-01	Class A Common Stock (358)	Direct

Footnotes

F1: The reporting person was awarded 756 employee stock options on March 1, 2007.

F2: The reporting person was awarded 716 employee stock options on March 1, 2008. The remaining 179 employee stock options will vest on March 1, 2012.

F3: The reporting person was awarded 1,432 employee stock options on March 1, 2009. The remaining 716 employee stock options will vest in two equal annual installments beginning on March 1, 2012.