Frederick Philip Snow - Nov 1, 2024 Form 4 Insider Report for FACTSET RESEARCH SYSTEMS INC (FDS)

Role
Chief Executive Officer, Director
Signature
/s/ JEFFREY GERSHOWITZ, Attorney in Fact for Frederick Philip Snow
Stock symbol
FDS
Transactions as of
Nov 1, 2024
Transactions value $
-$2,304,678
Form type
4
Date filed
11/4/2024, 06:42 PM
Previous filing
Oct 1, 2024
Next filing
Dec 2, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FDS Common Stock Options Exercise $495K +3K +23.1% $164.90 16K Nov 1, 2024 Direct
transaction FDS Common Stock Sale -$1.36M -3K -18.76% $453.68 13K Nov 1, 2024 Direct F1
transaction FDS Common Stock Award $0 +6.76K +52.08% $0.00 19.8K Nov 1, 2024 Direct F2
transaction FDS Common Stock Tax liability -$1.44M -3.14K -15.87% $458.80 16.6K Nov 1, 2024 Direct F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction FDS Employee Stock Option (right to buy) Award $0 +28.2K $0.00 28.2K Nov 1, 2024 Common Stock 28.2K $458.80 Direct F4
transaction FDS Employee Stock Option (right to buy) Options Exercise $0 -3K -50% $0.00 3K Nov 1, 2024 Common Stock 3K $164.90 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 This Transaction was effected pursuant to a Rule 10b5-1 Plan adopted by Mr. Snow on September 27, 2023, with an effective date of January 2, 2024, in order to facilitate his exercise of non-qualified stock options. Accordingly, Mr. Snow had no discretion with regard to the timing of the transaction.
F2 Represents common stock received upon the vesting on November 1, 2024, of performance share units ("PSUs") granted on November 1, 2021. Each PSU converted into 1.275 shares of common stock upon vesting based on the Company's performance during the three-fiscal year period beginning September 1, 2021 and ending August 31, 2024 (the "Performance Period") measured against performance goals established for the Performance Period based 50% on the Company's adjusted cumulative operating earnings and 50% on the Company's adjusted cumulative revenues during the Performance Period.
F3 Represents the number of shares withheld to cover the cost of taxes upon vesting on November 1, 2024, of PSUs granted on November 1, 2021.
F4 Options vest 20% annually on the anniversary date of the grant and are fully vested after five years.
F5 Options were granted on July 1, 2015, and vest over a nine year period with 11.11% exercisable on each of the first nine anniversaries of the date of grant.