Stagwell Inc — Director's Dealing 2013

Nov 7, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MDC PARTNERS INC (MDCA)
CIK: 0000876883
Period of Report: 2013-11-05

Reporting Person: COPELAND CLARE (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-11-05	Class A Shares	M	10000	$3.72	Acquired	49537	Direct
2013-11-05	Class A Shares	D	10000	$31.28	Disposed	39537	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-11-05	SARs	$3.72	M	10000	Disposed	2014-03-09	Class A Shares (10000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Shares	39537	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Options	$8.75	2017-07-03	Class A Shares (25000)	25000	Direct

Footnotes

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

F2: The Stock Options granted on July 3, 2007 (the "Grant Date"), vest over five (5) years from the Grant Date: 20% (5,000 options) on the first anniversary of the Grant Date and an additional 20% on each of the next four (4) succeeding anniversaries of the Grant Date, and expire ten (10) years from the Grant Date.

F3: The Stock Appreciation Rights ("SARs") granted on March 10, 2009, all of which are vested as of January 20, 2012, expire five (5) years from the Grant Date. These SARs were all exercised on November 5, 2013.