Mastercard Inc — Director's Dealing 2017

Aug 3, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Mastercard Inc (MA)
CIK: 0001141391
Period of Report: 2017-08-02

Reporting Person: HUNDMEJEAN MARTINA (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-08-02	Class A Common Stock	M	60640	$42.04	Acquired	170570.48	Direct
2017-08-02	Class A Common Stock	S	76167	$129.6715	Disposed	94403.48	Direct
2017-08-02	Class A Common Stock	S	14940	$130.4151	Disposed	79463.48	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-08-02	Employee Stock Option (right to buy)	$42.04	M	60640	Disposed	2022-03-01	Class A Common Stock (60640.0)	Direct

Footnotes

F1: The transactions reported in this Form 4 were effected pursuant to a pre-planned trading plan entered into in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934. The pre-planned trading plan was adopted by the reporting person on May 9, 2017.

F2: The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $129.25 to $130.24. The reporting person hereby undertakes to provide to the SEC staff, Mastercard Incorporated, or a security holder of Mastercard Incorporated, upon request, full information regarding the number of shares sold at each separate price within this range.

F3: The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $130.25 to $130.59. The reporting person hereby undertakes to provide to the SEC staff, Mastercard Incorporated, or a security holder of Mastercard Incorporated, upon request, full information regarding the number of shares sold at each separate price within this range.

F4: The employee stock options vested in four equal annual installments beginning March 1, 2013.