X0306 4 2017-11-08 0 0001094348 Mattersight Corp MATR 0001208888 MULLEN DAVID B 200 W. MADISON, SUITE 3100 CHICAGO IL 60606 1 1 0 0 CFO Common Stock 2017-11-08 4 A 0 100000 A 481215 D Award of time-vesting restricted stock pursuant to 1999 Stock Incentive Plan, subject to continuing employment. The Award was approved by the Board of Directors of the issuer for purposes of 16b-3 and includes a tax withholding feature. The award will vest in 16 equal quarterly increments beginning on November 30, 2017 until fully vested. Not Applicable Includes 1500 shares of Common Stock acquired on 9/30/2017 through the Mattersight Corporation 1999 Employee Stock Purchase Plan. Corrine N. Taylor, Attorney-in-fact 2017-11-13