FORM 4
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 OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Fernandez Henry A
  2. Issuer Name and Ticker or Trading Symbol
MSCI Inc. [MSCI] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman and CEO
(Last)
(First)
(Middle)
MSCI INC., 7 WORLD TRADE CENTER, 250 GREENWICH ST.		 3. Date of Earliest Transaction (Month/Day/Year)
02/05/2024
(Street)

NEW YORK, NY 10007		 4. If Amendment, Date Original Filed (Month/Day/Year)
 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 (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
Common Stock 02/05/2024   A   84,022 (1) A $ 0 1,559,427 (2) D  
Common Stock 02/05/2024   F   46,465 (3) D $ 583.39 1,512,962 D  
Common Stock 02/05/2024   A   7,298 (4) A $ 0 1,520,260 D  
Common Stock 02/05/2024   F   4,036 (5) D $ 583.39 1,516,224 D  
Common Stock               314,479 I By Fernandez 2007 Children's Trust
Common Stock               251,543 (2) I By The Henry Fernandez 2022 MSCI Annuity Trust
Common Stock               7,900 I By Daughter
Common Stock               7,900 I By Son
Common Stock               7,900 I By Son

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Fernandez Henry A
MSCI INC.
7 WORLD TRADE CENTER, 250 GREENWICH ST.
NEW YORK, NY 10007		   X     Chairman and CEO  

Signatures

 /s/ Cecilia Aza, attorney-in-fact   02/07/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Represents the number of shares of common stock issued following the vesting and conversion of performance stock units ("PSUs") granted to the reporting person on February 7, 2019, upon certification by the Compensation, Talent and Culture Committee (the "Compensation Committee") on February 5, 2024 of the achievement of the performance metric for the performance period from February 6, 2019 to February 5, 2024.
(2) The balance shown reflects the transfer of 251,566 shares previously indirectly held by The Henry Fernandez 2022 MSCI Annuity Trust, a grantor retained annuity trust ("GRAT") established by the Reporting Person, to direct holdings by the Reporting Person following a scheduled annuity payment from the GRAT.
(3) Represents shares reacquired by MSCI Inc. to satisfy tax withholding obligations in connection with the vesting and conversion to shares of 84,022 PSUs granted on February 7, 2019 (includes the performance adjustment as described above).
(4) Represents the number of shares of common stock issued following the vesting and conversion of PSUs granted to the reporting person on February 4, 2021, upon certification by the Compensation Committee on February 5, 2024 of the achievement of the performance metric for the performance period from February 3, 2021 to February 2, 2024.
(5) Represents shares reacquired by MSCI Inc. to satisfy tax withholding obligations in connection with the vesting and conversion to shares of 7,298 PSUs granted on February 4, 2021 (includes the performance adjustment as described above).

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