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 	  
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	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).			
1. Name and Address of Reporting Person*
Hale David Robert	

(Last)	(First)	(Middle)	
1 LETTERMAN DRIVE	
BUILDING D, 4TH FLOOR	

(Street) 
SAN FRANCISCO	CA	94129	

(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) 
X	Director		10% Owner	
	Officer (give title below)	X	Other (specify below)	
See Remarks	
		
	3. Date of Earliest Transaction (Month/Day/Year)
04/28/2016 		
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) 
	Form filed by One Reporting Person	
X	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	04/28/2016		A		1,833(1) 	A	$0 	4,069	D(2)(3) 		
Common Stock								4,060,900(4) 	I	See Footnotes(3)(5) 	
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					
1. Name and Address of Reporting Person*
Hale David Robert	

(Last)	(First)	(Middle)	
1 LETTERMAN DRIVE	
BUILDING D, 4TH FLOOR	

(Street) 
SAN FRANCISCO	CA	94129	

(City)	(State)	(Zip)	
	
1. Name and Address of Reporting Person*
ValueAct Holdings, L.P.	

(Last)	(First)	(Middle)	
ONE LETTERMAN DRIVE	
BUILDING D, 4TH FLOOR	

(Street) 
SAN FRANCISCO	CA	94129	

(City)	(State)	(Zip)	
	
1. Name and Address of Reporting Person*
ValueAct Capital Master Fund, L.P.	

(Last)	(First)	(Middle)	
ONE LETTERMAN DRIVE	
BUILDING D, 4TH FLOOR	

(Street) 
SAN FRANCISCO	CA	94129	

(City)	(State)	(Zip)	
	
1. Name and Address of Reporting Person*
VA Partners I, LLC	

(Last)	(First)	(Middle)	
ONE LETTERMAN DRIVE	
BUILDING D, 4TH FLOOR	

(Street) 
SAN FRANCISCO	CA	94129	

(City)	(State)	(Zip)	
	
1. Name and Address of Reporting Person*
ValueAct Capital Management, L.P.	

(Last)	(First)	(Middle)	
ONE LETTERMAN DRIVE	
BUILDING D, 4TH FLOOR	

(Street) 
SAN FRANCISCO	CA	94129	

(City)	(State)	(Zip)	
	
1. Name and Address of Reporting Person*
ValueAct Capital Management, LLC	

(Last)	(First)	(Middle)	
ONE LETTERMAN DRIVE	
BUILDING D, 4TH FLOOR	

(Street) 
SAN FRANCISCO	CA	94129	

(City)	(State)	(Zip)	
	
1. Name and Address of Reporting Person*
ValueAct Holdings GP, LLC	

(Last)	(First)	(Middle)	
ONE LETTERMAN DRIVE	
BUILDING D, 4TH FLOOR	

(Street) 
SAN FRANCISCO	CA	94129	

(City)	(State)	(Zip)	
	
Explanation of Responses:	
1. Restricted stock units vesting on the earlier to occur of April 28, 2017 and MSCI Inc.'s next annual general meeting of shareholders.	
2. Under an agreement with ValueAct Capital, D. Robert Hale is deemed to hold the common stock for the benefit of ValueAct Capital Master Fund, L.P. and indirectly for (i) VA Partners I, LLC as General Partner of ValueAct Capital Master Fund, L.P., (ii) ValueAct Capital Management, L.P. as the manager of ValueAct Capital Master Fund, L.P., (iii) ValueAct Capital Management, LLC as General Partner of ValueAct Capital Management, L.P., (iv) ValueAct Holdings, L.P. as the sole owner of the limited partnership interests of ValueAct Capital Management, L.P. and the membership interests of ValueAct Capital Management, LLC and as the majority owner of the membership interests of VA Partners I, LLC and (v) ValueAct Holdings GP, LLC as General Partner of ValueAct Holdings, L.P.	
3. Each reporting person listed herein disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.	
4. Reflects the transfer to ValueAct Capital Master Fund, L.P. of 351 shares, which were previously awarded to Mr. Hale on March 10, 2015 pursuant to the Issuer's Director compensation policy. Under an agreement with ValueAct Capital, Mr. Hale held these shares for the benefit of ValueAct Capital Master Fund, L.P. and as such the vested shares have been transferred.	
5. The securities reported herein are directly beneficially owned by ValueAct Capital Master Fund, L.P. and may be deemed to be indirectly beneficially owned by (i) VA Partners I, LLC as General Partner of ValueAct Capital Master Fund, L.P., (ii) ValueAct Capital Management, L.P. as the manager of ValueAct Capital Master Fund, L.P., (iii) ValueAct Capital Management, LLC as General Partner of ValueAct Capital Management, L.P., (iv) ValueAct Holdings, L.P. as the sole owner of the limited partnership interests of ValueAct Capital Management, L.P. and the membership interests of ValueAct Capital Management, LLC and as the majority owner of the membership interests of VA Partners I, LLC and (v) ValueAct Holdings GP, LLC as General Partner of ValueAct Holdings, L.P.	
Remarks:	
Explanation of Responses: -The reporting persons herein may be deemed to be members of a "group" for purposes of the Securities Exchange Act of 1934, as amended. Each reporting person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by such reporting person. This report shall not be deemed an admission that such reporting person is a member of a group or the beneficial owner of any securities not directly owned by such reporting person. - D. Robert Hale, a Partner at ValueAct Capital, serves on the board of directors of the Issuer. As a result, the other reporting persons herein may be deemed directors by deputization.	
	By:/s/ D. Robert Hale	05/02/2016	
	VALUEACT HOLDINGS, L.P., By: VALUEACT HOLDINGS GP, LLC, its General Partner, By: /s/ Bradley E. Singer, Chief Operating Officer	05/02/2016	
	VALUEACT CAPITAL MASTER FUND, L.P., By: VA PARTNERS I, LLC, its General Partner, By: /s/ Bradley E. Singer, Chief Operating Officer	05/02/2016	
	VA PARTNERS I, LLC, By: /s/ Bradley E. Singer, Chief Operating Officer	05/02/2016	
	VALUEACT CAPITAL MANAGEMENT, L.P., By: VALUEACT CAPITAL MANAGEMENT, LLC, its General Partner, By: /s/ Bradley E. Singer, Chief Operating Officer	05/02/2016	
	VALUEACT CAPITAL MANAGEMENT, LLC, By: /s/ Bradley E. Singer, Chief Operating Officer	05/02/2016	
	VALUEACT HOLDINGS GP, LLC, By: /s/ Bradley E. Singer, Chief Operating Officer	05/02/2016	
	** 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.	
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