JAKKS PACIFIC INC — Director's Dealing 2018

Jan 3, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JAKKS PACIFIC INC (JAKK)
CIK: 0001009829
Period of Report: 2017-12-29

Reporting Person: BERMAN STEPHEN G (Director, CEO, President and Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-01-01	Common Stock	F	36124	$2.35	Disposed	827946	Direct
2018-01-01	Common Stock	A	1489362	$2.35	Acquired	2317308	Direct

Footnotes

F1: Represents the closing price of the Issuer's common stock on 12/29/17, 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: Represents that number of shares surrendered by the Holder in order to satisfy a tax withholding obligation, as permitted by the terms of a previously reported Restricted Stock Award Agreement by and between the Holder and the Issuer and as approved by the Compensation Committee of the Issuer's Board of Directors.

F4: Such 1,489,362 shares were issued pursuant to the terms of Holder's Employment Agreement with the Issuer (as amended and clarified to date) and are further subject to the terms of that certain January 1, 2018 Restricted Stock Award Agreement (the "Agreement") by and between the Holder and the Issuer.

F5: Such 1,489,362 shall vest as follows: 40% of the award is subject to time vesting in four equal annual installments over four years and the balance of the award is subject to three year "cliff vesting" upon satisfaction of certain performance measures at the close of the three year performance period based upon performance criteria to be determined by the Issuer's Compensation Committee during the first quarter of the year of grant.