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MSCI Inc. Director's Dealing 2018

Feb 6, 2018

30048_dirs_2018-02-06_c4829351-0ba8-4134-9aac-b40908372079.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MSCI Inc. (MSCI)
CIK: 0001408198
Period of Report: 2018-02-02

Reporting Person: Pettit CD Baer (President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2018-02-02 Common Stock A 15084 $0.00 Acquired 188428 Direct
2018-02-02 Common Stock F 7090 $142.53 Disposed 181338 Direct
2018-02-02 Common Stock A 2017 $0.00 Acquired 183355 Direct
2018-02-02 Common Stock F 6118 $142.53 Disposed 177237 Direct
2018-02-06 Common Stock A 3685 $0.00 Acquired 180922 Direct

Footnotes

F1: Represents the number of shares of common stock issued following the vesting and conversion of performance stock units ("PSUs") granted to the reporting person on January 27, 2015, upon certification by the Compensation and Talent Management Committee (the "Committee") of the achievement of certain cumulative performance metrics for the 2015, 2016 and 2017 fiscal years.

F2: Represents shares reacquired by MSCI Inc. to satisfy tax withholding obligations in connection with the vesting and conversion to shares of 15,084 PSUs granted on January 27, 2015.

F3: Represents the number of shares of common stock issued following the vesting and conversion of the first tranche of PSUs granted to the reporting person on January 27, 2015, upon certification by the Committee of the achievement of certain cumulative performance metrics for the 2015, 2016 and 2017 fiscal years, and reflects only the number of shares in excess of the amount previously reported with respect to such first tranche of PSUs on the Form 4 filed by the reporting person with the SEC on January 29, 2015.

F4: Represents shares reacquired by MSCI Inc. to satisfy tax withholding obligations in connection with the vesting and conversion to shares of the first tranche of 13,015 PSUs granted on January 27, 2015.

F5: Restricted stock units ("RSUs") ratably vesting and converting to shares on the first, second and third anniversaries of the grant date. Each RSU represents a contingent right to receive one share of MSCI common stock.