Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) Election of Director



On January 30, 2023, the Board of Directors (the "Board") of MSCI Inc. (the
"Company") appointed C.D. Baer Pettit, President and Chief Operating Officer of
the Company, to serve as a director on the Board effective immediately.
Following the appointment of Mr. Pettit, the Board is comprised of twelve
directors. The Board does not expect to appoint Mr. Pettit as a member of any of
its four standing committees.

Mr. Pettit will serve on the Board until the next annual meeting of shareholders
of the Company, or until his successor is elected and qualified or until the
earlier of his death, resignation or removal.

Mr. Pettit joined the Company in 2000 and has served as the Company's President
since October 2017 and Chief Operating Officer since January 2020, having
previously served as Chief Operating Officer from 2015 to 2017. He is
responsible for the Company's commercial and operational functions, including
client coverage, marketing, product management, research and product
development, technology and operations. He previously served as the Company's
Head of Products, Head of Index Products, Head of Marketing and Head of Client
Coverage. Mr. Pettit holds a Master of Arts degree in history from Cambridge
University and a Master of Science degree from the School of Foreign Service at
Georgetown University.

There are no family relationships between Mr. Pettit and any officer or other
director of the Company. There is no arrangement or understanding between Mr.
Pettit and any other person pursuant to which he was selected as an officer or
director. There are no related person transactions (within the meaning of Item
404(a) of Regulation S-K) between Mr. Pettit and the Company or any of its
subsidiaries.

Mr. Pettit will not receive any additional compensation as a result of his appointment to the Board.

(e) 2023 Executive Compensation



On January 27, 2023, as part of its review of the Company's 2023 executive
compensation program, and in recognition of individual performance achievements
and potential future contributions, peer group analyses, overall
responsibilities and functional experience, and in an effort to retain and
motivate executive leadership in the short- and long-term, the Compensation,
Talent and Culture Committee of the Board approved an increase in annual
long-term incentive compensation from $1,300,000 to $2,100,000 for the Company's
Chief Financial Officer, Andrew C. Wiechmann. No changes to annual base salary
or annual target cash incentive compensation were approved.

Item 7.01 Regulation FD Disclosure.

The press release announcing the matters described in Item 5.02(d) above is attached to this Current Report on Form 8-K as Exhibit 99.1.



The information furnished under Item 7.01 of this Report, including Exhibit
99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to
the liabilities of that section, nor shall it be deemed incorporated by
reference into any filing under the Securities Act of 1933, as amended, or the
Exchange Act, except as shall be expressly set forth by specific reference in
such filing.

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits.
Exhibit No.          Description
  Exhibit 99.1         Press Release of the Registrant, dated January 31, 2023, titled "    Baer Pettit
                     Appointed to MSCI Inc. Board of Directors    ."
                     Cover Page Interactive Data File (embedded in the cover page formatted in Inline
Exhibit 104          XBRL).

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