NCR Voyix Corp — Director's Dealing 2012

Feb 21, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NCR CORP (NCR)
CIK: 0000070866
Period of Report: 2012-02-16

Reporting Person: Fishman Robert P (Senior Vice President & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-16	Common Stock	S	15287	$21.55	Disposed	27784	Direct
2012-02-16	Common Stock	M	4622	$12.81	Acquired	32406	Direct
2012-02-16	Common Stock	S	4622	$21.64	Disposed	27784	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-16	Employee Stock Option (Right to Buy)	$12.81	M	4622	Disposed	2020-02-22	Common Stock (4622)	Direct
2012-02-17	Restricted Stock Units	$0	A	35541	Acquired		Common Stock (35541)	Direct

Footnotes

F1: The exercises and sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 14, 2011.

F2: Represents the sale of 15,287 shares in 25 transactions at prices ranging from $21.49 to $21.61 per share, resulting in a weighted average sale price of $21.55 per share. The reporting person undertakes to provide NCR Corporation ("NCR"), any security holder of NCR, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F3: Represents the sale of 4,622 shares in 15 transactions at prices ranging from $21.50 to $21.78 per share, resulting in a weighted average sale price of $21.64 per share. The reporting person undertakes to provide NCR Corporation ("NCR"), any security holder of NCR, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F4: The grant vests in four equal annual installments commencing on February 23, 2011. The first installment vested on the date shown above.

F5: These are restricted stock units as to which certain performance-related conditions to vesting have been satisfied. The units will vest on December 31, 2012, subject to the reporting person's continued employment with the issuer on that date and in accordance with the terms and conditions of the applicable award agreement.