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MSCI Inc. Director's Dealing 2010

Dec 16, 2010

30048_dirs_2010-12-16_0516d0f7-2f20-4dc1-8085-c58514c14b76.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MSCI Inc. (MSCI)
CIK: 0001408198
Period of Report: 2010-12-14

Reporting Person: Retelny Gary (Head of Strategy & Bus. Dev.)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-12-14 Class A Common Stock A 16128 Acquired 124228 Direct

Footnotes

F1: Includes (i) 12,707 restricted stock units (RSUs) vesting at a rate of 33 1/3% on the first, second and third anniversaries of the grant date and (ii) 3,421 performance stock units (PSUs) representing the minimum payout related to the grant of 6,842 PSUs subject to time-vesting and performance-vesting. The PSUs time-vest at a rate of 50% on each of December 31, 2012 and 2013 and performance-vest (within a range of 50% and 150%) based on the achievement of certain cumulative performance metrics for the 2011 and 2012 fiscal years. The two tranches of PSUs convert no earlier than January 1 and no later than March 15 of 2013 and 2014, respectively. Each RSU and PSU represents a contingent right to receive one share of MSCI class A common stock.