X0202 4 2007-03-29 0 0000876883 MDC PARTNERS INC MDCA 0001283584 DICKSON ROBERT E C/O MDC PARTNERS INC. 45 HAZELTON AVENUE TORONTO A6 M5R 2E3 ONTARIO, CANADA 0 1 0 0 Managing Director Class A Subordinate Voting Shares 129133 D Class A Subordinate Voting Shares 2007-03-29 4 M 0 50000 7.25 A 179133 D Class A Subordinate Voting Shares 2007-03-29 4 D 0 38962 9.30 D 140171 D Class A Subordinate Voting Shares 2007-04-02 4 S 0 9799 7.91 D 130372 D Stock Appreciation Rights 7.25 2007-03-29 4 M 0 50000 0 D 2004-05-01 2007-05-01 Class A Subordinate Voting Shares 50000 0 D Stock Appreciation Rights 9.71 2004-07-30 2007-07-30 Class A Subordinate Voting Shares 13333 13333 D Stock Options 8.40 2002-04-10 2012-04-10 Class A Subordinate Voting Shares 57150 57150 D Stock Appreciation Rights 8.95 2007-04-28 2016-04-28 Class A Subordinate Voting Shares 10000 10000 D Includes 22,500 Financial Performance-Based Restricted Stock Units (Class A Shares) (hereinafter, "FPB RSUs") of the Issuer awarded on February 28, 2006, and 7,500 FPB RSUs of the Issuer awarded on April 28, 2006. The remaining FPB RSUs may vest in 2008 and / or 2009 if the Issuer achieves specified financial performance targets in 2007 - 2008, and is dependent on continued employment. Such financial targets are set forth in a "Financial Performance-Based Restricted Stock Unit Agreement", a form of which was filed by the Issuer as an exhibit to a Form 8-K filed with the SEC on March 2, 2006. Includes 35,000 Restricted Stock Units of the Issuer awarded April 28, 2006, all of which will vest on April 28, 2009, dependent on continued employment Includes 33,334 FPB RSUs of the Issuer awarded March 20, 2007 which may vest in each of 2008, 2009, or 2010 if the Issuer achieves specified financial performance targets in 2007, 2008, and 2009, and is dependent on continued employment. Canadian dollars. Stock Appreciation Rights ("SARs") (previously granted on May 1, 2003 or on July 30, 2003) vest 1/3 on each anniversary of the grant date, expire 4 years from the grant date, and may be settled in cash or stock, at the discretion of the Issuer. Stock Options (previously granted on April 10, 2002) vest 1/3 on the grant date, 1/3 on the following 2 anniversaries of the grant date, and expire 10 years from the grant date. SARs granted April 28, 2006 vest 50% on the first anniversary of the grant date, and 50% on the second anniversary of the grant date, expiring ten (10) years from the grant date, and may be settled in cash or stock, at the discretion of the Issuer. The conversion of 50,000 SARs into 11,038 Class A Subordinate Voting Shares represents the settlement of 50,000 SARs exercised by the Reporting Person. This transaction does not involve the sale or purchase of a derivative security, but rather the exercise of SAR's. As per instruction 4 of Form 4, this field has been left blank. /s/ Robert E. Dickson 2007-04-04