Mastercard Inc — Director's Dealing 2020

May 19, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Mastercard Inc (MA)
CIK: 0001141391
Period of Report: 2020-05-18

Reporting Person: Murphy Timothy H (General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-05-18	Class A Common Stock	M	44404	$90.10	Acquired	84004.063	Direct
2020-05-18	Class A Common Stock	S	19316	$285.5899	Disposed	64688.063	Direct
2020-05-18	Class A Common Stock	S	25294	$286.4937	Disposed	39394.063	Direct
2020-05-18	Class A Common Stock	S	7879	$287.2914	Disposed	31515.063	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-05-18	Employee Stock Option (right to buy)	$90.1	M	44404	Disposed	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: 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 for personal financial management purposes on January 30, 2020.

F2: The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $285.0100 to $286.0000. The reporting person hereby undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer, 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 $286.0600 to $287.0400. The reporting person hereby undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within this range.

F4: The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $287.0600 to $287.4500. The reporting person hereby undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within this range.

F5: The employee stock options vested in four equal annual installments beginning March 1, 2017.