Definitive Additional Materials





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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on June 18, 2013.


Meeting Information

Meeting Type:

Annual Meeting

For holders as of:

April 19, 2013

Date: June 18, 2013

Time: 8:30 A.M. EasternTime


MasterCard Incorporated

2000 Purchase Street

Purchase, New York 10577

MasterCard Worldwide

You are receiving this communication because you hold shares in the company named above.


This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at or easily request a paper copy (see reverse side).

We encourage you to access and review all of the important information contained in the proxy materials before voting.


See the reverse side of this notice to obtain proxy materials and voting instructions.


— Before You Vote —

How to Access the Proxy Materials

Proxy Materials Available to VIEW or RECEIVE:

1. Notice and Proxy Statement

2. Annual Report/Form 10-K

How to View Online:

Have the information that is printed in the box marked by the arrow (located on the following page) and visit:

How to Request and Receive a PAPER or E-MAIL Copy:

If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:




3) BY E-MAIL*:

* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow (located on the following page) in the subject line.

Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before June 4, 2013 to facilitate timely delivery.

— How To Vote —

Please Choose One of the Following Voting Methods

Vote In Person: Many shareholder meetings have attendance requirements. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.

Vote By Internet: To vote now by Internet, go to Have the information that is printed in the box marked by the arrow (located on the following page) available and follow the instructions.

Vote By Phone: Go to for instructions on how to vote by phone.

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.



Voting Items

MasterCard Incorporated’s Board of Directors recommends you vote FOR the following:

The Board of Directors recommends you vote FOR proposals 2 and 3.

1. Election of directors to serve on the Board of Directors:

2. Advisory approval of the Company’s executive compensation


3. Ratification of the appointment of PricewaterhouseCoopers LLP

as the independent registered public accounting firm for the

a. Richard Haythornthwaite

Company for 2013

b. Ajay Banga

NOTE: Such other business as may properly come before the meeting or any adjournment thereof.

c. Silvio Barzi

d. David R. Carlucci

e. Steven J. Freiberg

f. Nancy J. Karch

g. Marc Olivié

h. Rima Qureshi

i. José Octavio Reyes Lagunes

j. Mark Schwartz

k. Jackson P. Tai

l. Edward Suning Tian