Mastercard Inc — Director's Dealing 2016

Mar 2, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MASTERCARD INC (MA)
CIK: 0001141391
Period of Report: 2016-02-29

Reporting Person: Murphy Timothy H (General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-02-29	Class A Common Stock	F	2975	$87.875	Disposed	38195.063	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-03-01	Employee Stock Option (right to buy)	$90.1	A	44404	Acquired	2026-03-01	Class A Common Stock (44404.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	1000	Indirect
Class A Common Stock	1000	Indirect

Footnotes

F1: Represents withholding of shares to pay tax liability incident to the vesting of restricted stock units pursuant to the terms of a stockholder-approved plan.

F2: The employee stock options vest in four (4) equal annual installments beginning March 1, 2017.