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

On March 8, 2021, Mr. Benjamin F. duPont, a director of MSCI Inc. ("MSCI" or the "Company"), notified the Company of his decision to retire from the MSCI Inc. Board of Directors (the "Board") and not stand for re-election at the Company's 2021 Annual Meeting of Shareholders.

Mr. duPont currently serves on, and until his retirement will continue to serve on, the Compensation and Talent Management Committee and Nominating and Corporate Governance Committee of the Board. The Company does not expect to change the composition of its committees in connection with Mr. duPont's retirement.

The Board is expected to reduce the size of the Board to nine members, effective concurrent with Mr. duPont's retirement immediately following the 2021 Annual Meeting of Shareholders, scheduled for April 27, 2021.

There are no disputes or disagreements with MSCI's management or the Board on any matter relating to the Company's operations, policies or practices to be reported in connection with Mr. duPont's retirement.

A copy of the press release issued by the Company on March 11, 2021 is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits.



Exhibit No.    Description
Exhibit 99.1     Press Release of the Registrant, dated March 11, 2021  .
Exhibit 104    Cover Page Interactive Data File (embedded in the cover page
               formatted in Inline XBRL).

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