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Filing Details

Accession Number:: 0001209191-14-009717
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-02-12 16:35:11
Reporting Period:: 2014-02-10

Filing Date:: 2014-02-12
Accepted Time:: 2014-02-12 16:35:11
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1453814	Medidata Solutions Inc.	MDSO	Services-Prepackaged Software (7372)	522319066

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1466265	Michael Glen Vries De	C/O Medidata Solutions, Inc. 350 Hudson Street, 9Th Floor New York NY 10014	President	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2014-02-10	18,688	$0.00	991,354	No	4	A	Direct
Common Stock	Acquisiton	2014-02-10	123,744	$0.00	1,115,098	No	4	A	Direct
Common Stock	Acquisiton	2014-02-10	61,872	$0.00	1,176,970	No	4	M	Direct
Common Stock	Disposition	2014-02-11	20,000	$54.40	1,156,970	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	A	Direct
No	4	A	Direct
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Restricted Stock Units (Performance-Related)	Acquisiton	2014-02-10	18,691	$0.00	18,691	$0.00
Common Stock	Restricted Stock Units (Performance-Related)	Disposition	2014-02-10	30,936	$0.00	30,936	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
18,691			No	4	A	Direct
0			No	4	M	Direct

Footnotes

Award of shares of restricted stock under the issuer's Second Amended & Restated 2009 Long-Term Incentive Plan (the "2009 LTIP") on February 10, 2014. The restrictions will lapse with respect to one-fourth of the shares on each of February 10, 2015, February 10, 2016, February 10, 2017 and February 10, 2018.
Represents restricted stock units earned in connection with a performance-based restricted stock unit ("PBRSU") award on February 14, 2013, based on achievement of certain targets in fiscal year 2013. The restricted stock units were settled at 200% of the target grant amount. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock. Shares will be issued in settlement of these restricted stock units in equal annual installments on February 14, 2014, February 14, 2015 and February 14, 2016.
Represents restricted stock units earned in connection with a PBRSU award on February 14, 2013, based on achievement of target total stockholder return ("TSR") for 2013 relative to the TSR of companies in the NASDAQ Composite Index for 2013. The restricted stock units were settled at 200% of the target grant amount (the target amount was previously reported in Table II-see footnote 7 below). Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock. Shares will be issued in settlement of these restricted stock units in equal annual installments on February 14, 2014, February 14, 2015 and February 14, 2016.
This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 12, 2013.
Such transaction was executed in multiple trades at prices ranging from $53.35 to $55.12. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
Award of PBRSUs under the 2009 LTIP on February 10, 2014. The number of PBRSUs reported represents a target grant amount. Each PBRSU represents a contingent right to receive 0-200% of that target number of shares of the issuer's common stock, based on the issuer's TSR as compared to the TSR of companies in the NASDAQ Composite Index for the year ending December 31, 2014. The actual number of shares that will be issued, if at all, in settlement of the PBRSUs may range from 0% to 200% of the target grant and will vest in equal annual installments on February 10, 2015, February 10, 2016 and February 10, 2017. The reporting person also received additional awarded PBRSUs, all subject to corporate financial performance metrics.
Indicates conversion upon vesting of certain PBRSUs granted on February 14, 2013. The number of shares has been adjusted to reflect the issuer's two-for-one stock split, which became effective on December 16, 2013.