TERADATA CORP /DE/ — Director's Dealing 2013

Dec 4, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TERADATA CORP /DE/ (TDC)
CIK: 0000816761
Period of Report: 2013-12-02

Reporting Person: KOEHLER MICHAEL (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-12-02	Common Stock	F	22511	$45.81	Disposed	144653	Direct
2013-12-02	Common Stock	F	12886	$45.81	Disposed	131767	Direct
2013-12-03	Common Stock	A	27983	—	Acquired	159750	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-12-03	Employee Stock Options (right to buy)	$45.35	A	145065	Acquired	2023-12-03	Common Stock (145065)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	11104	Indirect
Common Stock	55000	Indirect
Common Stock	55000	Indirect
Common Stock	45000	Indirect

Footnotes

F1: Shares withheld by the company and disposed of to satisfy tax obligation for performance-based restricted stock units that vested on December 2, 2013.

F2: Shares withheld by the company and disposed of to satisfy tax obligation for restricted stock units that vested on December 2, 2013.

F3: Award of restricted stock units which becomes vested on the third anniversary of the grant date.

F4: Represents the number of Teradata shares attributable to units in the unitized Teradata stock fund of the Teradata 401(k) Savings Plan as of December 2, 2013.

F5: This option vests in four equal annual installments beginning on December 3, 2014.