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Mastercard Inc Director's Dealing 2014

Apr 4, 2014

29747_dirs_2014-04-04_25c12583-a467-404c-833a-58b480569d29.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: MASTERCARD INC (MA)
CIK: 0001141391
Period of Report: 2014-04-01

Reporting Person: Murphy Timothy H (General Counsel)

Holdings (Non-Derivative)

Security Shares Ownership
Class A Common Stock 52617.0630 Direct
Class A Common Stock 1000.0000 Indirect
Class A Common Stock 1000.0000 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Option (right to buy) $24.0360 2021-03-01 Class A Common Stock (7020.0000) Direct
Employee Stock Option (right to buy) $42.0400 2022-03-01 Class A Common Stock (10100.0000) Direct
Employee Stock Option (right to buy) $51.8300 2023-03-01 Class A Common Stock (21270.0000) Direct
Employee Stock Option (right to buy) $77.7200 2014-03-01 Class A Common Stock (31492.0000) Direct

Footnotes

F1: Includes the following awards of restricted stock units still to vest: (1) 8,480 restricted stock units awarded on September 20, 2011 and which will vest on September 19, 2014, (2) 7,140 restricted stock units awarded on March 1, 2012 and which will vest on February 28, 2015, (3) 6,760 restricted stock units awarded on March 1, 2013 and which will vest on February 29, 2016, and (4) 5,888 restricted stock units awarded on March 1, 2014 and which will vest on February 28, 2017.

F2: The Reporting Person was awarded employee stock options on March 1, 2011. Of these employee stock options, 7,020 remain and will vest on March 1, 2015.

F3: The Reporting Person was awarded employee stock options on March 1, 2012. Of these employee stock options, 10,100 remain and will vest in two equal annual installments beginning on March 1, 2015.

F4: The Reporting Person was awarded employee stock options on March 1, 2013. Of these employee stock options, 21,270 remain and will vest in three equal annual installments beginning on March 1, 2015.

F5: The Reporting Person was awarded employee stock options on March 1, 2014. The employee stock options will vest in four equal annual installments beginning on March 1, 2015.