JAKKS PACIFIC INC — Director's Dealing 2016

Sep 21, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JAKKS PACIFIC INC (JAKK)
CIK: 0001009829
Period of Report: 2016-04-27

Reporting Person: Pine River Capital Management L.P. (10% Owner)
Reporting Person: Pine River MASTER FUND LTD. (10% Owner)
Reporting Person: TAYLOR BRIAN (10% Owner)
Reporting Person: Pine River Capital Management LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-04-27	Common Stock	S	314500	$7.6	Disposed	0	Indirect
2016-04-27	Common Stock	S	85600	$7.57	Disposed	0	Indirect
2016-05-06	Common Stock	S	57263	$7.22	Disposed	0	Indirect
2016-05-09	Common Stock	P	21005	$7.3642	Acquired	0	Indirect
2016-05-11	Common Stock	S	50961	$7.27	Disposed	0	Indirect
2016-05-13	Common Stock	P	3300	$7.1986	Acquired	0	Indirect
2016-05-13	Common Stock	S	100351	$7.19	Disposed	0	Indirect
2016-05-16	Common Stock	P	5192	$7.2489	Acquired	0	Indirect
2016-06-09	Common Stock	S	43010	$7.81	Disposed	0	Indirect
2016-06-15	Common Stock	S	330200	$7.95	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-04-27	4.875% Convertible Senior Notes due 2020	$	P	1500000	Acquired	2020-06-01	Common Stock (155642)	Indirect
2016-05-06	4.875% Convertible Senior Notes due 2020	$	P	1003000	Acquired	2020-06-01	Common Stock (104073)	Indirect
2016-05-11	4.875% Convertible Senior Notes due 2020	$	P	893000	Acquired	2020-06-01	Common Stock (92659)	Indirect
2016-05-13	4.875% Convertible Senior Notes due 2020	$	P	1488000	Acquired	2020-06-01	Common Stock (154397)	Indirect
2016-06-09	4.875% Convertible Senior Notes due 2020	$	P	690000	Acquired	2020-06-01	Common Stock (71595)	Indirect
2016-06-15	4.25% Convertible Senior Notes due 2018	$	P	5250000	Acquired	2018-08-01	Common Stock (600429)	Indirect

Footnotes

F1: The Reporting Persons understand that the transactions reported herein may arguably be deemed to create profits subject to disgorgement under Section 16(b) of the Exchange Act. The Reporting Persons have paid to the Issuer the full amount of such profits to the extent of their pecuniary interest therein.

F2: These securities are held directly by Pine River Master Fund Ltd. (the "Master Fund"), for which Pine River Capital Management L.P. (the "Partnership")is the Investment Manager. Mr. Taylor is the sole member of Pine River Capital Management LLC, the general partner of the Partnership.

F3: Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, other than to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.

F4: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $7.27 to $7.45, inclusive. The Reporting Persons undertake to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnotes (4) through (6) to this Form 4.

F5: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $7.14 to $7.23, inclusive.

F6: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $7.18 to $7.28, inclusive.

F7: The 4.875% Convertible Senior Notes due 2020 are convertible into shares of the issuer's Common Stock ("Common Stock") at any time, at an initial conversion rate of 103.7613 shares of Common Stock per $1,000 principal amount of notes, equivalent to an initial conversion price of approximately $9.64 per share of Common Stock, subject to adjustment in certain events.

F8: The 4.25% Convertible Senior Notes due 2018 are convertible into shares of Common Stock at any time, at an initial conversion rate of 114.3674 shares of Common Stock per $1,000 principal amount of notes, equivalent to an initial conversion price of approximately $8.74 per share of Common Stock, subject to adjustment in certain events.