MOODYS CORP /DE/ — Director's Dealing 2019

Mar 5, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MOODYS CORP /DE/ (MCO)
CIK: 0001059556
Period of Report: 2019-03-01

Reporting Person: MCDANIEL RAYMOND W (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-03-01	Common Stock	A	54772	$0.00	Acquired	217705	Direct
2019-03-01	Common Stock	F	32102	$175.32	Disposed	185603	Direct
2019-03-04	Common Stock	M	44146	$26.78	Acquired	229749	Direct
2019-03-04	Common Stock	S	2316	$173.297	Disposed	227433	Direct
2019-03-04	Common Stock	S	14275	$174.702	Disposed	213158	Direct
2019-03-04	Common Stock	S	20305	$175.348	Disposed	192853	Direct
2019-03-04	Common Stock	S	6650	$176.342	Disposed	186203	Direct
2019-03-04	Common Stock	S	600	$177.00	Disposed	185603	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-03-04	Employee Stock Options (right to buy)	$26.78	M	44146	Disposed	2020-02-09	Common Stock (44146)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	69837	Indirect
Common Stock	23080	Indirect
Common Stock	1603	Indirect
Common Stock	2000	Indirect

Footnotes

F1: Receipt of shares acquired upon settlement of 2016-2018 Performance Shares.

F2: Disposition of shares to satisfy tax withholding obligation.

F3: Exercise and sale of shares pursuant to Rule 10b5-1 Plan.

F4: The price reported in Column 4 is a weighted average sales price. The shares were sold in multiple transactions at prices ranging from
$172.93 to $173.50. 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.

F5: The price reported in Column 4 is a weighted average sales price. The shares were sold in multiple transactions at prices ranging from
$173.93 to $174.92. 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.

F6: The price reported in Column 4 is a weighted average sales price. The shares were sold in multiple transactions at prices ranging from
$174.94 to $175.90. 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.

F7: The price reported in Column 4 is a weighted average sales price. The shares were sold in multiple transactions at prices ranging from
$175.98 to $176.94. 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.

F8: As of the last statement dated December 31, 2018.

F9: One fourth of the options vest each year beginning with the date indicated.