SEC FORM 4 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*
Nicolelli Maurizio

(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)
Principal Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
11/08/2010
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
FactSet Common Stock 11/08/2010 A 1,185 A (1) 2,458 D
FactSet Common Stock 11/08/2010 A 897 A (2) 3,355 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
Non-Qualified Stock Option (right to buy) $65.67 11/08/2010 J 7,657 (6) (6) FactSet Common Stock 7,657 $65.67 25,652 D
Non-Qualified Stock Option (right to buy) $88.4 11/08/2010 A 6,845 11/08/2012(3) 11/08/2017 FactSet Common Stock 6,845 (7) 32,497 D
Non-Qualified Stock Option (right to buy) $88.4 11/08/2010 A 8,664 11/08/2013(4) 11/08/2017 FactSet Common Stock 8,664 (7) 41,161 D
Non-Qualified Stock Option (right to buy) $88.4 11/08/2010 A 11,765 (5) 11/08/2017 FactSet Common Stock 11,765 (7) 52,926 D
Explanation of Responses:
1. Represents a Restricted Stock Award which shall vest over 5 years at a rate of 60% on November 8, 2013 and the remaining 40% on November 8, 2015, subject to continued employment.
2. Represents a Restricted Stock Unit Award which shall become exercisable over 6 years based on the achievement by the issuer of certain financial performance criteria and continued employment. RSUs that do not vest at the end of the performance period will be forfeited.
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 a two-year performance period will be forfeited. Options that become exercisable vest 41.67% after the two-year performance period with the remainder vesting at 1.67% per month thereafter.
4. These options shall become exercisable over 6 years based on the achievement by the issuer of certain financial performance criteria. Options that do not vest at the end of the performance period will be forfeited.
5. These options shall become exercisable over 4.5 years based on the achievement by the issuer of certain financial performance criteria. Options that do not vest by June 1, 2015 will be forfeited.
6. This performance-based employee stock option grant was forfeited as the issuer did not achieve certain financial performance criteria during the two-year performance period ending August 31, 2010.
7. Column 8 has been intentionally left blank.
Maurizio Nicolelli 11/12/2010
** 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).
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