STOCK TITAN

151,414 MSCI (NYSE: MSCI) shares gifted between family trusts

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

MSCI Inc. Chairman and CEO Henry A. Fernandez reported changes in how some MSCI common stock is held, centered on family trusts and gifts rather than market trades. The filing shows bona fide gifts of 151,414 shares of common stock, recorded as two separate 75,707‑share gifts by trusts associated with him.

After these movements, Fernandez is shown with 1,727,961 shares held directly and additional indirect holdings, including 410,776 shares held by The Fernandez 2007 Children's Trust and 15,400‑share positions reported for each child. He also retains several option awards, including options over 42,193 shares at $554.52 per share expiring in 2033 and multiple long‑dated premium options exercisable between $1,000 and $1,200 per share through 2035.

Positive

  • None.

Negative

  • None.
Insider Fernandez Henry A
Role Chairman and CEO
Type Security Shares Price Value
Gift Common Stock 75,707 $0.00 --
Gift Common Stock 75,707 $0.00 --
holding Option to purchase common stock -- -- --
holding Premium option to purchase common stock -- -- --
holding Premium option to purchase common stock -- -- --
holding Premium option to purchase common stock -- -- --
holding Option to purchase common stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 0 shares (Indirect, By Henry Fernandez 2024 MSCI Annuity Trust); Option to purchase common stock — 29,564 shares (Direct, null); Premium option to purchase common stock — 36,846 shares (Direct, null); Common Stock — 1,727,961 shares (Direct, null)
Footnotes (1)
  1. The balance shown reflects the transfer of 234,114 shares previously indirectly held by the Henry Fernandez 2024 MSCI Annuity Trust (the "2024 GRAT"), a grantor retained annuity trust established by the Reporting Person, to direct holdings of the Reporting Person, reflecting the final scheduled annuity payment from the 2024 GRAT. The reported transaction reflects the distribution of the remaining shares held by the 2024 GRAT to The Fernandez 2007 Children's Trust upon the scheduled termination of the 2024 GRAT. The spouse of the Reporting Person is the trustee of The Fernandez 2007 Children's Trust.
Gifted shares 151,414 shares Total MSCI common shares reported as bona fide gifts
Gift lot size 75,707 shares Each of two MSCI common stock gift transactions
Direct common shares 1,727,961 shares MSCI common stock held directly after reported changes
Children's Trust holding 410,776 shares MSCI common stock held by The Fernandez 2007 Children's Trust
Options at $554.52 42,193 shares Option to purchase MSCI common stock at $554.52, expiring 2033
Premium options at $1,200 44,920 shares Premium option on MSCI common stock at $1,200, expiring 2035
Premium options at $1,100 40,780 shares Premium option on MSCI common stock at $1,100, expiring 2035
Premium options at $1,000 36,846 shares Premium option on MSCI common stock at $1,000, expiring 2035
bona fide gift financial
"The transaction code description for the G-coded entries is "Bona fide gift"."
grantor retained annuity trust financial
"the 2024 GRAT, a grantor retained annuity trust established by the Reporting Person"
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
Option to purchase common stock financial
"security_title": "Option to purchase common stock""
Premium option to purchase common stock financial
"security_title": "Premium option to purchase common stock""
indirect financial
""ownership_type": "indirect""
annuity payment financial
"reflecting the final scheduled annuity payment from the 2024 GRAT"
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).
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*
Fernandez Henry A

(Last)(First)(Middle)
MSCI INC.
7 WORLD TRADE CENTER, 250 GREENWICH ST.

(Street)
NEW YORK NEW YORK 10007

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
MSCI Inc. [ MSCI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chairman and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/28/2026
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
Common Stock04/28/2026G75,707D$00(1)(2)IBy Henry Fernandez 2024 MSCI Annuity Trust
Common Stock04/28/2026G75,707A$0410,776(2)IBy Fernandez 2007 Children's Trust
Common Stock1,727,961(1)D
Common Stock15,400IBy Son
Common Stock15,400IBy Son
Common Stock15,400IBy Daughter
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
Option to purchase common stock$549.8302/03/202502/03/2032Common Stock29,56429,564D
Premium option to purchase common stock$1,00001/31/203001/31/2035Common Stock36,84636,846D
Premium option to purchase common stock$1,10001/31/203001/31/2035Common Stock40,78040,780D
Premium option to purchase common stock$1,20001/31/203001/31/2035Common Stock44,92044,920D
Option to purchase common stock$554.5202/02/202602/02/2033Common Stock42,19342,193D
Explanation of Responses:
1. The balance shown reflects the transfer of 234,114 shares previously indirectly held by the Henry Fernandez 2024 MSCI Annuity Trust (the "2024 GRAT"), a grantor retained annuity trust established by the Reporting Person, to direct holdings of the Reporting Person, reflecting the final scheduled annuity payment from the 2024 GRAT.
2. The reported transaction reflects the distribution of the remaining shares held by the 2024 GRAT to The Fernandez 2007 Children's Trust upon the scheduled termination of the 2024 GRAT. The spouse of the Reporting Person is the trustee of The Fernandez 2007 Children's Trust.
Remarks:
/s/ Cecilia Aza, attorney-in-fact04/30/2026
** 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)

FAQ

What did MSCI (MSCI) Chairman Henry A. Fernandez report in this Form 4?

He reported changes in how MSCI shares are held, focusing on bona fide gifts and trust distributions. The filing centers on family estate arrangements rather than open-market buying or selling of MSCI stock.

How many MSCI (MSCI) shares were gifted in the reported transactions?

The Form 4 shows bona fide gifts totaling 151,414 MSCI common shares, recorded as two separate 75,707‑share gifts. These transactions reflect transfers between family-related trusts instead of sales into the public market.

What are Henry A. Fernandez’s direct MSCI (MSCI) share holdings after these changes?

After the reported trust distributions and gifts, Henry A. Fernandez is shown holding 1,727,961 MSCI common shares directly. This direct position sits alongside additional indirect holdings through family members and trusts described in the filing.

Which family trusts are involved in Henry A. Fernandez’s MSCI (MSCI) holdings?

The filing references the Henry Fernandez 2024 MSCI Annuity Trust and The Fernandez 2007 Children's Trust. Shares moved from the 2024 annuity trust, including a final annuity payment, with remaining shares distributed to the 2007 Children's Trust.

What MSCI (MSCI) stock options does Henry A. Fernandez still hold?

He retains several option awards, including 42,193 shares at $554.52 per share expiring in 2033 and additional premium options over 44,920, 40,780, 36,846, and 29,564 shares with exercise prices from $549.83 to $1,200, expiring between 2032 and 2035.

Do these MSCI (MSCI) Form 4 entries show open-market buying or selling?

No. The key coded transactions are bona fide gifts of MSCI shares between family-related trusts. The remaining entries update direct and indirect holdings and outstanding options, rather than recording open-market purchases or sales.