Stagwell Inc — Director's Dealing 2010

Mar 11, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MDC PARTNERS INC (MDCA)
CIK: 0000876883
Period of Report: 2010-03-11

Reporting Person: DICKSON ROBERT E (Managing Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-03-11	Restricted Stock Units (Class A Shares)	A	1243	—	Acquired	174109	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Shares	172866	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Options	$8.40	2012-04-10	Class A Shares (57150)	57150	Direct
Stock Appreciation Rights	$8.95	2016-04-28	Class A Shares (10000)	10000	Direct
Stock Appreciation Rights	$3.72	2014-02-12	Class A Shares (188276)	188276	Direct

Footnotes

F1: Includes unvested Restricted Stock Units (Class A Shares) of the Issuer.

F2: The Restricted Stock Units (Class A Shares) of the Issuer awarded on March 11, 2010 will vest on March 11, 2013, subject to
accelerated vesting in 2011 and / or 2012, if the Issuer achieves specified financial performance targets in 2011 and 2012,
subject to the Reporting Person's continued employment.

F3: Stock Options (previously granted on April 10, 2002) expire 10 years from the grant date.

F4: Canadian dollars.

F5: Stock Appreciation Rights ("SARs") granted April 28, 2006, fully vested on April 28, 2008. These SARs may be settled in cash
or stock, at the discretion of the Issuer.

F6: SARs granted February 12, 2009, vest 33% on the first anniversary of the grant date, 33% on the second anniversary of the
grant date, and 34% on the third anniversary of the grant date, and expire on February 12, 2014. These SARs may be settled
in cash or stock, at the discretion of the Issuer.