Mastercard Inc — Director's Dealing 2017

Mar 2, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Mastercard Inc (MA)
CIK: 0001141391
Period of Report: 2017-02-28

Reporting Person: Fraccaro Michael (Chief Human Resources Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-28	Class A Common Stock	F	896	$110.425	Disposed	4791.148	Direct
2017-03-01	Class A Common Stock	S	763	$112.3541	Disposed	4028.148	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-03-01	Employee Stock Option (right to buy)	$112.31	A	16488	Acquired	2027-03-01	Class A Common Stock (16488.0)	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 stockholder-approved plan.

F2: This transaction was effected pursuant to a pre-planned trading plan entered into by the reporting person on November 29, 2016 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934.

F3: Represents the weighted average sales price for price increments ranging from $112.295 to $112.38.

F4: The employee stock options vest in four (4) equal annual installments beginning March 1, 2018.