FactSet Research Systems (FDS) Form 4/A FACTSET RESEARCH SYSTEMS / Rachel Rebecca Stern ownership change

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^*

Stern Rachel Rebecca

(Last) (First) (Middle)

C/O FACTSET RESEARCH SYSTEMS, INC.

45 GLOVER AVENUE

(Street)

NORWALK CT 06850

(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)
EVP, Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
04/13/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)
04/15/2020

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

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
Employee Stock Option (right to buy)	$94.84	04/14/2020		M			2,680(1)	(2)	11/01/2021	Common Stock	2,680	$0	0	D
Employee Stock Option (right to buy)	$92.22	04/14/2020		M			3,761(1)	(3)	11/01/2022	Common Stock	3,761	$0	1,233(3)	D

Explanation of Responses:

1. This Amendment to Form 4 is filed solely for the purpose of correcting a clerical error in the Form 4 filed April 15, 2020, to now accurately reflect the exercise of Employee Stock Options as a Disposition, rather than an Acquisition, of the Derivative Security.

2. Options granted on November 1, 2011 vest over a 5 year period with 20% exercisable one year after the grant date, with the remainder vesting at a rate of 1.67% per month thereafter.

3. Options granted on November 1, 2012 included both a time-based and performance-based component. This exercise included all of the outstanding time-based component, which vested over a 5 year period with 20% exercisable one year after the grant date, with the remainder vesting at a rate of 1.67% per month thereafter. The outstanding unexercised options are from the performance-based component, which vested based on the achievement by the issuer of certain financial performance criteria.

Remarks:

	/s/ Rachel R. Stern	06/09/2020
	** 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).
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