Sec Form 5 Filing - Walsh Peter G @ FACTSET RESEARCH SYSTEMS INC - 2015-08-31

Insider filing report for Changes in Beneficial Ownership
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FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Walsh Peter G
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
_____ Officer (give title below) X __ Other (specify below)
Executive Vice President
(Last) (First) (Middle)
601 MERRITT 7
3. Date of Earliest Transaction (MM/DD/YY)
08/31/2015
(Street)
NORWALK, CT06851
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 21,188 ( 1 ) 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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) $ 63.09 08/31/2015 02/09/2017 FactSet Common Stock 70,392 ( 2 ) 70,392 D
Non-Qualified Stock Option (right to buy) $ 94.84 11/01/2012( 3 ) 11/01/2021 FactSet Common Stock 9,458 ( 2 ) 9,458 D
Non-Qualified Stock Option (right to buy) $ 92.22 11/01/2013( 4 ) 11/01/2022 FactSet Common Stock 11,282 ( 2 ) 11,282 D
Non-Qualified Stock Option (right to buy) $ 92.22 11/01/2014( 5 ) 11/01/2022 FactSet Common Stock 3,698 ( 2 ) 3,698 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Walsh Peter G
601 MERRITT 7
NORWALK, CT06851
Executive Vice President
Signatures
/s/ Peter G. Walsh 09/18/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents 19,800 privately-held shares of FactSet common stock, 1,331 shares of unvested restricted stock awards and 57 shares held in the FactSet Employee Stock Purchase Plan.
( 2 )Represents previously granted stock option awards, which remain outstanding as of September 16, 2015.
( 3 )20% of these options became exercisable one year after grant date, with all options being exercisable as of September 16, 2015.
( 4 )20% of these options became exercisable one year after grant date. As of September 16, 2015, 9,204 are exercisable.
( 5 )40% of these options became exercisable two years after grant date. As of September 16, 2015, 2,943 are exercisable.

Remarks:
On March 16, 2015, Peter Walsh stepped down from his position as Chief Operating Officer and was replaced by Mark J. Hale. As such, this Form 5 is being filed because Peter Walsh is no longer considered an officer of FactSet Research Systems Inc. (the "Company") under existing SEC guidelines, effective March 16, 2015, and prospectively. Mr. Walsh remains employed by the Company focusing on various growth projects. The detail presented herein represents Mr. Walsh's holdings as of September 16, 2015. This Form 5 is being filed prior to the October 15, 2015 deadline for administrative convenience to reflect the change in the reporting person's status.

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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