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Stagwell Inc Director's Dealing 2013

Oct 11, 2013

31947_dirs_2013-10-11_cab718d0-285a-4ad2-9b80-a01d07917dda.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MDC PARTNERS INC (MDCA)
CIK: 0000876883
Period of Report: 2013-10-09

Reporting Person: Doft David B. (Chief Financial Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-10-09 Restricted Stock (Class A Shares) M 16083 Acquired 144761 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-10-09 Extraordinary Equity Value Appre. Restricted Stock Awards $ M 15000 Disposed 2013-12-31 Restricted Stock (0) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Class A Shares 1000 Indirect
Class A Shares 128678 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Appreciation Rights $3.72 2014-02-12 Class A Shares (128205) 128205 Direct

Footnotes

F1: Includes shares of unvested Restricted Stock (Class A Shares) of the Issuer. The Reporting Person also indirectly holds 1,000 Class A Shares in a UTMA account for the benefit of his son.

F2: A total of 16,083 shares of Restricted Stock (Class A Shares) of the Issuer were awarded on October 9, 2013, following achievement of the Company's EVAR stock price target ($26.25 per share) in accordance with the Company's existing EVARs Plan. These shares of Restricted Stock will vest on December 31, 2013, subject to the Reporting Person's continued employment.

F3: SARs granted February 12, 2009, all of which are vested as of January 20, 2012, and all expire on February 12, 2014. These SARs may be settled in cash or stock, at the discretion of the Issuer.

F4: These Extraordinary Equity Value Appreciation Restricted Stock Awards ("EVARs") granted under the Issuer's EVARs program (previously disclosed by the Issuer on Form 8-K dated January 26, 2011) represented the right to receive shares of Restricted Stock on a one-to-one basis upon the Issuer's achievement of remaining stock price target equal to $26.25. All EVARS held by the Reporting Person vested upon achievement of the Company's EVAR stock price target ($26.25/share).