MSCI Inc. — Director's Dealing 2022

Feb 9, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MSCI Inc. (MSCI)
CIK: 0001408198
Period of Report: 2022-02-07

Reporting Person: Fernandez Henry A (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-21	Common Stock	G	4275	$0.00	Disposed	1683665	Direct
2021-12-21	Common Stock	G	4275	$0.00	Acquired	7900	Indirect
2021-12-21	Common Stock	G	7170	$0.00	Disposed	1676495	Direct
2021-12-21	Common Stock	G	7170	$0.00	Acquired	7900	Indirect
2022-02-07	Common Stock	A	80187	$0.00	Acquired	1253573	Direct
2022-02-07	Common Stock	F	42460	$550.45	Disposed	1211113	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	314479	Indirect
Common Stock	503109	Indirect
Common Stock	7900	Indirect

Footnotes

F1: Bona fide gift by the Reporting Person to his son.

F2: Bona fide gift by the Reporting Person to his daughter.

F3: 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 February 7, 2019, upon certification by the Compensation, Talent & Culture Committee on February 7, 2022 of the achievement of the performance metric for the performance period from February 6, 2019 to February 5, 2022.

F4: Reflects the exempt contribution pursuant to Rule 16a-13 by the Reporting Person of 503,109 shares previously directly held to The Henry Fernandez 2022 MSCI Annuity Trust, a grantor retained annuity trust (GRAT) established by the Reporting Person.

F5: Represents shares reacquired by MSCI Inc. to satisfy tax withholding obligations in connection with the vesting and conversion to shares of 80,187 PSUs granted on February 7, 2019 (includes the performance adjustment as described above).