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Mastercard Inc Director's Dealing 2013

Aug 7, 2013

29747_dirs_2013-08-07_a432d6b2-f11b-4e4c-bc4f-da6291f0e684.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MASTERCARD INC (MA)
CIK: 0001141391
Period of Report: 2013-08-05

Reporting Person: HUNDMEJEAN MARTINA (Chief Financial Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-08-05 Class A Common Stock M 6368.0000 $190.0000 Acquired 22926.6480 Direct
2013-08-05 Class A Common Stock M 2500.0000 $200.0700 Acquired 25426.6480 Direct
2013-08-05 Class A Common Stock S 200.0000 $643.6950 Disposed 25226.6480 Direct
2013-08-05 Class A Common Stock S 644.0000 $642.8867 Disposed 24582.6480 Direct
2013-08-05 Class A Common Stock S 3319.0000 $641.9100 Disposed 21263.6480 Direct
2013-08-05 Class A Common Stock S 4705.0000 $641.0848 Disposed 16558.6480 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-08-05 Employee Stock Option (right to buy) $190.0000 M 6368.0000 Disposed 2018-03-01 Class A Common Stock (6368.0000) Direct
2013-08-05 Employee Stock Option (right to buy) $200.0700 M 2500.0000 Disposed 2017-12-05 Class A Common Stock (2500.0000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Class A Common Stock 200.0000 Indirect

Footnotes

F1: The transactions reported in this Form 4 were effected pursuant to a pre-planned trading plan entered into in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934 and previously referrenced in a MasterCard Incorporated Form 8-K filed on June 4, 2013. The pre-planned trading plan was adopted by the reporting person on May 31, 2013.

F2: Represents the weighted average sales price for price increments ranging from $643.55 to $643.84.

F3: Represents the weighted average sales price for price increments ranging from $642.48 to $643.21.

F4: Represents the weighted average sales price for price increments ranging from $641.45 to $642.44.

F5: Represents the weighted average sales price for price increments ranging from $640.43 to $641.40.

F6: The Reporting Person was awarded 6,368 employee stock options on March 1, 2008.

F7: The Reporting Person was awarded 10,000 employee stock options on December 5, 2007.