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Mastercard Inc Director's Dealing 2015

Mar 3, 2015

29747_dirs_2015-03-03_6f69713e-67e4-41ed-b2fa-5bd94c3e28ad.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: 2015-03-01

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-03-01 Class A Common Stock F 1102.0000 $90.8250 Disposed 9852.0000 Direct
2015-03-02 Class A Common Stock M 4374.0000 $77.7200 Acquired 14226.0000 Direct
2015-03-02 Class A Common Stock M 3550.0000 $51.8300 Acquired 17776.0000 Direct
2015-03-02 Class A Common Stock M 2110.0000 $42.0430 Acquired 19886.0000 Direct
2015-03-02 Class A Common Stock S 10034.0000 $90.0000 Disposed 9852.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2015-03-01 Employee Stock Option (right to buy) $90.1300 A 28920.0000 Acquired 2025-03-01 Class A Common Stock (28920.0000) Direct
2015-03-02 Employee Stock Option (right to buy) $42.0430 M 2110.0000 Disposed 2022-03-01 Class A Common Stock (2110.0000) Direct
2015-03-02 Employee Stock Option (right to buy) $51.8300 M 3550.0000 Disposed 2023-03-01 Class A Common Stock (3550.0000) Direct
2015-03-02 Employee Stock Option (right to buy) $77.7200 M 4374.0000 Disposed 2024-03-01 Class A Common Stock (4374.0000) 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.

F2: The employee stock options vest in four (4) equal annual installments beginning March 1, 2016.

F3: The reporting person was awarded 8,440 employee stock options on March 1, 2012, of which 6,330 have vested. The remaining 2,110 employee stock options will vest on March 1, 2016.

F4: The reporting person was awarded 14,200 employee stock options on March 1, 2013, of which 7,100 have vested. The remaining 7,100 employee stock options will vest in two (2) equal annual installments beginning on March 1, 2016.

F5: The Reporting Person was awarded 17,496 employee stock options on March 1, 2014, of which 4,374 have vested. The remaining 13,122 employee stock options will vest in three (3) equal annual installments beginning on March 1, 2016.