JAKKS PACIFIC INC — Director's Dealing 2019

Nov 25, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JAKKS PACIFIC INC (JAKK)
CIK: 0001009829
Period of Report: 2019-11-20

Reporting Person: Kimble John Louis (Chief Financial Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-11-20	Restricted Stock Unit (RSU)	$	A	297619	Acquired		Common stock (297619)	Direct
2019-11-20	Restricted Stock Unit (RSU)	$	A	294118	Acquired		Common stock (294118)	Direct

Footnotes

F1: Issued under the Company's 2002 Stock Award and Incentive Plan and is subject to the terms of Agreement for Award of Restricted Stock Units between Issuer and Reporting Person. In accordance with such Agreement, securities so issued will have no voting rights and may not be sold, mortgaged, pledged, transferred or otherwise encumbered prior to vesting.

F2: Vests on the 12 month anniversary of the date of grant.

F3: 176,471 of RSUs will be subject to three year 'cliff vesting' (i.e. vesting is based upon performance at the close of the three year performance period), with vesting of each annual grant of RSUs determined by the following performance measures: (i) Total shareholder return as compared to the Russell 2000 Index (weighted 50 percent); (ii) Net revenue growth as compared to the Company's peer group (weighted 25 percent), and (iii) EBITDA growth as compared to the Company's peer group (weighted 25 percent). 117,647 of RSUs will vest in 3 equal annual installments commencing on the first anniversary of the date of grant and on the second and third anniversaries thereafter. The Reporting Person must be employed by Issuer for an RSU to vest.

F4: Represents the closing price of the Company's common stock for the date of grant, as reported by NASDAQ.

F5: Represents the closing price of the Company's common stock for the trading day preceding the date of grant, as reported by NASDAQ

F6: Certain of these shares may be restricted from transfer pursuant to the minimum stock ownership provisions adopted by the Company's Board of Directors.