SEC Form 5

FORM 5		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL 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: 3235-0362 Estimated average burden hours per response: 1.0
X	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Form 3 Holdings Reported.
	Form 4 Transactions Reported.

1. Name and Address of Reporting Person* KENNEDY KIERAN M. (Last) (First) (Middle) 601 MERRITT 7 (Street) NORWALK CT 06851 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol FACTSET RESEARCH SYSTEMS INC [ FDS ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Senior Vice President
	3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year) 08/31/2014
	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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
				Amount	(A) or (D)	Price
FactSet Common Stock							8,769	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)
					(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-Qualified Stock Option (right to buy)	$65.67						08/14/2009(1)	08/14/2015	FactSet Common Stock	424		424	D
Non-Qualified Stock Option (right to buy)	$35.8						10/24/2009(1)	10/24/2015	FactSet Common Stock	433		433	D
Non-Qualified Stock Option (right to buy)	$66.46						10/23/2011(2)	10/23/2016	FactSet Common Stock	5,560		5,560	D
Non-Qualified Stock Option (right to buy)	$94.84						11/01/2012(1)	11/01/2021	FactSet Common Stock	5,517		5,517	D
Non-Qualified Stock Option (right to buy)	$92.22						11/01/2013(1)	11/01/2022	FactSet Common Stock	7,146		7,146	D
Non-Qualified Stock Option (right to buy)	$92.22						11/01/2014(3)	11/01/2022	FactSet Common Stock	11,711		11,711	D

Explanation of Responses:

1. Twenty percent of these option grants became exercisable one year after grant date, with the remainder continuing to vest at 1.67% per month thereafter.

2. Forty percent of these options became exercisable based upon the achievement of certain financial performance criteria by the issuer following the completion of a two-year performance period from the grant date. The remainder continues to vest at a rate of 1.67% per month.

3. These options shall become exercisable based on the achievement by the issuer of certain financial performance criteria. Options that do not vest at the end of the two-year performance period will be forfeited. Options that become exercisable vest 40% after the two-year performance period with the remainder vesting at 1.67% per month thereafter.

Remarks:

This Form 5 is being filed because Kieran Kennedy is no longer considered a Named Executive Officer (NEO) of FactSet Research Systems Inc. under existing SEC guidelines, effective for fiscal 2014, and prospectively. However, he will continue in his current position as Senior Vice President, Director of Sales Operations.

	/s/ Kieran M. Kennedy	12/02/2013
	** Signature of Reporting Person	Date
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