Mastercard Inc
For the period ended Dec 31, 2024. Filed Feb 12, 2025.
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FY2024 · Filed Feb 12, 2025
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Item 9B. Other information
PART II
ITEM 9B. OTHER INFORMATION
Item 9B. Other information
Rule 10b5-1 and Non-Rule 10b5-1 Trading Arrangements
During the three months ended December 31, 2024, certain of our officers and directors adopted orterminated trading arrangements for the sale of shares of our common stock as follows.
| Action | Date | Plans | Number of Securities to be Sold | Expiration | ||||
| Rule 10b5-1 1 | Non-Rule 10b5-1 2 | |||||||
| Michael Miebach,President and Chief Executive Officer | Adoption | November 18, 2024 | X | - | Up to (i) 29,952 shares of Class A common stock underlying employee stock options and (ii) 41,891 shares of Class A common stock underlying unvested restricted stock units and vested but not yet settled performance stock units 3 | The earlier of (i) the date when all securities under plan are exercised and sold and (ii) November 15, 2025 | ||
|---|---|---|---|---|---|---|---|---|
| Ed McLaughlin,President, Chief Technology Officer | Adoption | November 18, 2024 | X | - | Up to (i) 13,040 shares of Class A common stock underlying employee stock options and (ii) 5,034 shares of Class A common stock | The earlier of (i) the date when all securities under plan are exercised and sold and (ii) November 18, 2025 | ||
| Craig Vosburg, Chief Services Officer | Adoption | November 14, 2024 | X | - | Up to (i) 33,008 shares of Class A common stock underlying employee stock options and (ii) 3,100 shares of Class A common stock | The earlier of (i) the date when all securities under plan are exercised and sold and (ii) June 30, 2025 | ||
| Ling Hai, President, Asia Pacific, Europe, Middle East and Africa | Adoption | November 29, 2024 | X | - | Up to 13,456 shares of Class A common stock underlying employee stock options | The earlier of (i) the date when all securities under plan are exercised and sold and (ii) February 27, 2026 | ||
1 Intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
2 Not intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
3 The Rule 10b5-1 trading arrangement provides for the sale of a percentage of shares to be received upon future vesting of certain outstanding equity awards, net of any shares withheld by us to satisfy applicable taxes. The number of shares to be withheld, and thus the exact number of shares to be sold pursuant to Mr. Miebach’s Rule 10b5-1 trading arrangement, can only be determined upon the occurrence of future vesting events. For purposes of this disclosure, we have reported the maximum aggregate number of shares to be sold without subtracting any shares to be withheld upon future vesting events.
Other Information
Pursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012, we hereby incorporate by reference herein the disclosure contained in Exhibit 99.1 of this Report.
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