MSCI (MSCI) General Counsel receives 1,086 performance-based RSUs in equity award

Rhea-AI Filing Summary

MSCI Inc.’s General Counsel Robert J. Gutowski reported an equity award of 1,086 shares of common stock on January 30, 2026. The shares were acquired at a price of $0, reflecting a grant of restricted stock units rather than an open-market purchase.

The RSUs are expected to vest and convert to shares on the third anniversary of the grant date. The actual number of shares that vest will range from 100% to 130% of the target 1,086 RSUs, depending on achievement of a performance metric for the 2026 fiscal year. Following this grant, Gutowski beneficially owns 16,761 shares of MSCI common stock directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Gutowski Robert J.

Role General Counsel

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,086	$0.00	--

Holdings After Transaction: Common Stock — 16,761 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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).

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^*

Gutowski Robert J.

(Last) (First) (Middle)

MSCI INC.

7 WORLD TRADE CENTER, 250 GREENWICH ST.

(Street)

NEW YORK NY 10007

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MSCI Inc. [ MSCI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/30/2026		A		1,086(1)	A	$0	16,761	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Restricted stock units ("RSUs") that are expected to vest and convert to shares on the third anniversary of the grant date. The final number of shares issued upon vesting will be between 100% and 130% of the target number of RSUs based on achievement of a performance metric for the for the 2026 fiscal year (January 1, 2026 through December 31, 2026).

Remarks:

	/s/ Cecilia Aza, attorney-in-fact	02/03/2026
	** Signature of Reporting Person	Date
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.

FAQ

What insider transaction did MSCI (MSCI) report for January 30, 2026?

MSCI reported that General Counsel Robert J. Gutowski received 1,086 shares of common stock via a restricted stock unit grant at $0 per share. These units are part of his equity compensation and increase his directly held stake to 16,761 MSCI shares following the transaction.

Who is the insider involved in this MSCI (MSCI) Form 4 filing?

The insider is Robert J. Gutowski, General Counsel of MSCI Inc. He filed a Form 4 to report the grant of 1,086 restricted stock units that convert into common shares, bringing his total directly held MSCI common shares to 16,761 after the reported award.

How many MSCI (MSCI) shares did the insider acquire and at what price?

Robert J. Gutowski acquired 1,086 MSCI common shares at a reported price of $0 per share. The transaction reflects a restricted stock unit grant, not a market purchase, and represents performance-based equity compensation rather than cash-funded buying in the open market.

What are the vesting terms of the MSCI (MSCI) restricted stock units granted?

The restricted stock units are expected to vest and convert to shares on the third anniversary of the grant date. The final shares issued will range from 100% to 130% of the 1,086 target RSUs, based on a performance metric for MSCI’s 2026 fiscal year results.

How many MSCI (MSCI) shares does the insider own after this RSU grant?

After the January 30, 2026 grant, Robert J. Gutowski beneficially owns 16,761 MSCI common shares directly. This figure reflects the updated ownership position reported in the Form 4, including the newly awarded restricted stock units credited as acquired at $0 per share.

Is the MSCI (MSCI) insider award time- or performance-based?

The award is both time- and performance-based. RSUs are expected to vest on the third anniversary of the grant date, while the final number of shares issued will be between 100% and 130% of the 1,086 target units, depending on a defined 2026 performance metric.