Initial Statement of Beneficial Ownership (3)
13 Novembro 2012 - 8:33PM
Edgar (US Regulatory)
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
hours per response...
0.5
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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
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Bhansali Roveen
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2. Date of Event Requiring Statement (MM/DD/YYYY)
11/5/2012
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3. Issuer Name
and
Ticker or Trading Symbol
MSCI Inc. [MSCI]
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(Last)
(First)
(Middle)
MSCI INC., 7 WORLD TRADE CENTER, 250 GREENWICH STREET, 49TH FLOOR
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
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X
___ Officer (give title below)
_____ Other (specify below)
Head of Risk Mgmt Analytics /
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(Street)
NEW YORK, NY 10007
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
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X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock
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16848
(1)
(2)
(3)
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Option to Purchase Common Stock
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11/14/2011
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11/14/2017
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Common Stock
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10892
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$18.00
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D
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Explanation of Responses:
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(
1)
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Includes (i) 13,312 restricted stock units (RSUs) vesting and converting to shares of common stock as follows: 2,895 on December 17, 2012, 2,676 on each of December 14, 2012 and 2013, 1,689 on February 2, 2013 and 1,688 on each of February 2, 2014 and 2015, (ii) 1,003 performance stock units (PSUs) representing the minimum payout related to the grant on December 14, 2010 of 2,006 PSUs subject to time- and performance-vesting (2010 PSUs) and (iii) 2,533 PSUs representing the minimum payout related to the grant on February 2, 2012 of 5,065 PSUs subject to time- and performance-vesting (2011 PSUs). [cont FN2]
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(
2)
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[cont from FN1] The 2010 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 first tranche of 2010 PSUs generally converts to shares of common stock no earlier than January 1 and no later than March 15, 2013 and the second tranche of 2010 PSUs generally converts to shares of common stock no earlier than January 1 and no later than March 15, 2014. [cont FN3]
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(
3)
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[cont from FN2] The 2011 PSUs time-vest at a rate of 50% on each of December 31, 2013 and 2014 and performance-vest (within a range of 50% and 150%) based on the achievement of certain cumulative performance metrics for the 2012 and 2013 fiscal years. The first tranche of 2011 PSUs generally converts to shares of common stock no earlier than January 1 and no later than March 15, 2014 and the second tranche of 2011 PSUs generally converts to shares of common stock no earlier than January 1 and no later than March 15, 2015.
Each RSU and PSU represents a contingent right to receive one share of common stock.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Bhansali Roveen
MSCI INC., 7 WORLD TRADE CENTER
250 GREENWICH STREET, 49TH FLOOR
NEW YORK, NY 10007
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Head of Risk Mgmt Analytics
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Signatures
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/s/ Cecilia Aza, attorney-in-fact
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11/13/2012
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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