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Mastercard Inc Director's Dealing 2014

Mar 4, 2014

29747_dirs_2014-03-04_28cb428c-8ed8-45bc-ab42-3a596cab91ad.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: 2014-02-28

Reporting Person: Garrow Ronald E (Chief Human Resources Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-02-28 Class A Common Stock F 2696.0000 $77.8095 Disposed 10954.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-03-01 Employee Stock Option (right to buy) $77.7200 A 17496.0000 Acquired 2024-03-01 Class A Common Stock (17496.0000) Direct

Footnotes

F1: Represents withholding of shares to pay tax liability incident to the vesting of restricted stock units pursuant to the terms of a shareholder-approved stock plan. This amount refects the ten-for-one stock split of the Company's common stock, which was effected in the form of a stock dividend distributed on January 21, 2014.

F2: This amount reflects the ten-for-one stock split of the Company's common stock, which was effected in the form of a stock dividend distributed on January 21, 2014.

F3: The employee stock options vest in four equal annual installments beginning March 1, 2015.