Statement of Changes in Beneficial Ownership (4)
May 19 2020 - 4:50PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Murphy Timothy H |
2. Issuer Name and Ticker or Trading Symbol
Mastercard Inc
[
MA
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) General Counsel |
(Last)
(First)
(Middle)
2000 PURCHASE STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/18/2020 |
(Street)
PURCHASE, NY 10577-2509
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 5/18/2020 | | M | | 44404 (1) | A | $90.10 | 84004.063 | D | |
Class A Common Stock | 5/18/2020 | | S | | 19316 (1) | D | $285.5899 (2) | 64688.063 | D | |
Class A Common Stock | 5/18/2020 | | S | | 25294 (1) | D | $286.4937 (3) | 39394.063 | D | |
Class A Common Stock | 5/18/2020 | | S | | 7879 (1) | D | $287.2914 (4) | 31515.063 | D | |
Class A Common Stock | | | | | | | | 1000 | I | By Child 1 |
Class A Common Stock | | | | | | | | 1000 | I | By Child 2 |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Employee Stock Option (right to buy) | $90.1 | 5/18/2020 | | M | | | 44404 (1) | (5) | 3/1/2026 | Class A Common Stock | 44404.0 | $0 | 0 | D | |
Explanation of Responses: |
(1) | The transactions reported in this Form 4 were effected pursuant to a pre-planned trading plan entered into in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934. The pre-planned trading plan was adopted by the reporting person for personal financial management purposes on January 30, 2020. |
(2) | The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $285.0100 to $286.0000. The reporting person hereby undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within this range. |
(3) | The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $286.0600 to $287.0400. The reporting person hereby undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within this range. |
(4) | The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $287.0600 to $287.4500. The reporting person hereby undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within this range. |
(5) | The employee stock options vested in four equal annual installments beginning March 1, 2017. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Murphy Timothy H 2000 PURCHASE STREET PURCHASE, NY 10577-2509 |
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| General Counsel |
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Signatures
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Craig R. Brown, Assistant Corporate Secretary, attorney-in-fact for Timothy H. Murphy pursuant to a power of attorney dated September 16, 2014 | | 5/19/2020 |
**Signature of Reporting Person | Date |
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