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Mastercard (NYSE: MA) exec sells 8,444 shares in 10b5-1 plan

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Mastercard Inc (MA) reported that Chief Business Officer Sachin J. Mehra exercised 7,444 employee stock options on August 19, 2026 at an exercise price of $344.48 per share, converting them into an equal number of Class A common shares. He then sold 8,444 Class A shares in multiple open-market transactions on August 19–20, 2026 at prices generally between the high $572s and low $582s per share, including a separate sale of 1,000 shares at $572.07 on August 20, 2026. Following the option transaction, 7,800 options remain outstanding under the reported grant. All reported trades were effected under a Rule 10b5-1 pre-planned trading plan adopted on May 6, 2026 for personal financial management purposes.

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Insider SACHIN J. MEHRA
Role Chief Business Officer
Sold 8,444 shs ($4.87M)
Approx. gross sale proceeds $4.87M
Approx. exercise cost $2.56M
Type Security Shares Price Value
Sale Class A Common Stock F1 1,000 $572.07 $572K
Exercise Employee Stock Option (right to buy) F1, F12 7,444 $0.00 $0.00
Exercise Class A Common Stock F1 7,444 $344.48 $2.56M
Sale Class A Common Stock F1, F2 120 $572.4127 $69K
Sale Class A Common Stock F1, F3 966 $573.9931 $554K
Sale Class A Common Stock F1, F4 1,150 $574.7326 $661K
Sale Class A Common Stock F1, F5 1,168 $575.7693 $672K
Sale Class A Common Stock F1, F6 1,280 $576.8213 $738K
Sale Class A Common Stock F1, F7 628 $577.9009 $363K
Sale Class A Common Stock F1, F8 400 $579.3542 $232K
Sale Class A Common Stock F1, F9 732 $580.3915 $425K
Sale Class A Common Stock F1, F10 840 $581.5757 $489K
Sale Class A Common Stock F1, F11 160 $582.25 $93K
Holdings After Transaction: Employee Stock Option (right to buy) — 7,800 shares (Direct); Class A Common Stock — 39,916.083 shares (Direct)
Footnotes (12)
  1. F1. The transaction was 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 May 6, 2026.
  2. F2. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $572.01 to $572.63. 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. F3. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $573.31 to $574.29. 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. F4. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $574.31 to $575.30. 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. F5. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $575.34 to $576.32. 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.
  6. F6. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $576.40 to $577.34. 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.
  7. F7. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $577.56 to $578.35. 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.
  8. F8. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $578.94 to $579.91. 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.
  9. F9. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $579.98 to $580.93. 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.
  10. F10. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $581.04 to $581.95. 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.
  11. F11. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $582.07 to $582.68. 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.
  12. F12. The reporting person was awarded 15,244 employee stock options on March 1, 2022, which previously had fully vested.
Options exercised 7,444 shares Employee stock options exercised into Class A Common Stock on August 19, 2026
Exercise price $344.48 per share Conversion or exercise price for 7,444 employee stock options
Shares sold 8,444 shares Total Class A Common Stock sold across reported sale transactions
Single reported sale price $572.07 per share 1,000-share Class A sale on August 20, 2026
Remaining options from grant 7,800 options Total shares following transaction for the employee stock option position
Original option grant size 15,244 options Employee stock options awarded on March 1, 2022, previously fully vested
10b5-1 plan adoption date May 6, 2026 Adoption date of the pre-planned Rule 10b5-1 trading plan
Rule 10b5-1 regulatory
"entered into in accordance with Rule 10b5-1 of the Securities Exchange Act"
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.
pre-planned trading plan financial
"The transaction was effected pursuant to a pre-planned trading plan"
weighted average price financial
"The price reported reflects the weighted average price of shares sold"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Employee Stock Option (right to buy) financial
"security_title": "Employee Stock Option (right to buy)"
Class A Common Stock financial
"security_title": "Class A Common Stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

FAQ

What did Mastercard (MA) executive Sachin J. Mehra report in this Form 4?
Sachin J. Mehra, Chief Business Officer of Mastercard (MA), reported exercising 7,444 stock options at $344.48 per share and selling 8,444 Class A common shares in open-market transactions on August 19–20, 2026 under a Rule 10b5-1 trading plan.

How many Mastercard (MA) shares did Sachin J. Mehra sell and at what prices?
He sold a total of 8,444 Class A shares, including 1,000 shares at $572.07 on August 20, 2026 and multiple blocks on August 19, 2026 at weighted average prices generally between the $572 and $582 per-share ranges disclosed in the footnotes.

What stock options did Sachin J. Mehra exercise in Mastercard (MA)?
He exercised 7,444 employee stock options for Mastercard Class A common stock at an exercise price of $344.48 per share. These options were part of a 15,244-option grant awarded on March 1, 2022 that had previously fully vested, leaving 7,800 options reported as remaining.

Were the Mastercard (MA) insider transactions made under a Rule 10b5-1 plan?
Yes. The filing states the transactions were effected under a pre-planned trading plan entered into in accordance with Rule 10b5-1 of the Exchange Act, which was adopted on May 6, 2026 for the reporting person’s personal financial management purposes.

What is the significance of the weighted average prices in the Mastercard (MA) Form 4?
For several sales, the reported price is a weighted average of shares sold in multiple trades within specified price ranges, such as $572.01–$572.63 or $581.04–$581.95. The insider undertakes to provide the exact breakdown of shares at each price upon request.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
SACHIN J. MEHRA
(Last)(First)(Middle)
2000 PURCHASE STREET
(Street)
PURCHASE NEW YORK 10577
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Mastercard Inc [ MA ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Business Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/19/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock08/19/2026M7,444(1)A$344.4848,360.083D
Class A Common Stock08/19/2026S120(1)D$572.4127(2)48,240.083D
Class A Common Stock08/19/2026S966(1)D$573.9931(3)47,274.083D
Class A Common Stock08/19/2026S1,150(1)D$574.7326(4)46,124.083D
Class A Common Stock08/19/2026S1,168(1)D$575.7693(5)44,956.083D
Class A Common Stock08/19/2026S1,280(1)D$576.8213(6)43,676.083D
Class A Common Stock08/19/2026S628(1)D$577.9009(7)43,048.083D
Class A Common Stock08/19/2026S400(1)D$579.3542(8)42,648.083D
Class A Common Stock08/19/2026S732(1)D$580.3915(9)41,916.083D
Class A Common Stock08/19/2026S840(1)D$581.5757(10)41,076.083D
Class A Common Stock08/19/2026S160(1)D$582.25(11)40,916.083D
Class A Common Stock08/20/2026S1,000(1)D$572.0739,916.083D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction 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 (Month/Day/Year)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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (right to buy)$344.4808/19/2026M7,444(1) (12)03/01/2032Class A Common Stock7,444$07,800D
Explanation of Responses:
1. The transaction was 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 May 6, 2026.
2. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $572.01 to $572.63. 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 $573.31 to $574.29. 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 $574.31 to $575.30. 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 price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $575.34 to $576.32. 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.
6. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $576.40 to $577.34. 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.
7. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $577.56 to $578.35. 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.
8. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $578.94 to $579.91. 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.
9. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $579.98 to $580.93. 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.
10. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $581.04 to $581.95. 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.
11. The price reported reflects the weighted average price of shares sold in multiple transactions at prices ranging from $582.07 to $582.68. 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.
12. The reporting person was awarded 15,244 employee stock options on March 1, 2022, which previously had fully vested.
Remarks:
/s/ Craig Brown, as attorney-in-fact for Sachin Mehra, pursuant to a power of attorney dated July 14, 202508/20/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR