JAKKS PACIFIC INC — Director's Dealing 2014

Jan 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JAKKS PACIFIC INC (JAKK)
CIK: 0001009829
Period of Report: 2014-01-01

Reporting Person: MCGRATH JOHN JOSEPH (Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-12-31	Common Stock	D	5990	$6.72	Disposed	15225	Direct
2014-01-01	Common Stock	A	11160	$6.72	Acquired	26385	Direct

Footnotes

F1: Represents the closing price of the Issuer's common stock on 12/31/13, as reported by Nasdaq.

F2: Certain of these shares may be restricted from transfer pursuant to the minimum stock ownership provision in Holder's Employment Agreement with the Issuer.

F3: Such 11,160 shares were issued pursuant to the terms of Holder's Employment Agreement with the Issuer and are further subject to the terms of that certain January 1, 2014 Restricted Stock Award Agreement by and between the Holder and the Issuer.

F4: The 11,160 shares will vest in two tranches, with each tranche equal to 50% of the total grant. The initial tranche will vest on the date in 2015 as of which the 3% Vesting Condition (as defined in the Holder's Employment Agreement) is determined to be satisfied with the succeeding tranche vesting on January 1, 2016.

F5: Reflects the forfeiture of 5,990 shares issued pursuant to the terms of Holder's Employment Agreement that failed to vest pursuant to the terms of that certain January 1, 2013 Restricted Stock Award Agreement by and between the Holder and the Issuer.