MOODYS CORP /DE/ — Director's Dealing 2017

May 22, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MOODYS CORP /DE/ (MCO)
CIK: 0001059556
Period of Report: 2017-05-19

Reporting Person: Worrall Blair (SVP-Ratings Delivery and Data)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-19	Common Stock	M	5809	$38.61	Acquired	19359	Direct
2017-05-19	Common Stock	S	5809	$114.739	Disposed	13550	Direct
2017-05-19	Common Stock	M	5575	$46.43	Acquired	19125	Direct
2017-05-19	Common Stock	S	5575	$114.775	Disposed	13550	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-05-19	Employee Stock Options (right to buy)	$38.61	M	5809	Disposed	2022-02-13	Common Stock (5809)	Direct
2017-05-19	Employee Stock Options (right to buy)	$46.43	M	5575	Disposed	2023-02-13	Common Stock (5575)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	27	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average sales price. The shares were sold in multiple transactions at prices ranging from
$114.67 to $114.81. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full
information regarding the number of shares sold at each separate price.

F2: The price reported in Column 4 is a weighted average sales price. The shares were sold in multiple transactions at prices ranging from
$114.67 to $114.99. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full
information regarding the number of shares sold at each separate price.

F3: As of last statement dated March 31, 2017.

F4: One fourth of options vest each year beginning with the date indicated.