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Filing Details

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1230276	Pandora Media Inc.	P	Radio Broadcasting Stations (4832)	943352630

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1219055	Barry Mccarthy	Pandora Media, Inc. 2101 Webster Street, Suite 1650 Oakland CA 94612		Yes	No	No	No

Reported Non-Derivative Transactions

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2012-05-30	40,000	$10.45	116,600	No	4	P	Indirect	By Barry McCarthy Trust, dated 4/10/02
Common Stock	Acquisiton	2012-05-30	5,000	$10.45	16,485	No	4	P	Indirect	By Son'sTrust

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By Barry McCarthy Trust, dated 4/10/02
No	4	P	Indirect	By Son'sTrust

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	504,777	Direct

Footnotes

The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $10.39 to $10.50, inclusive. The reporting person undertakes 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 this Form 4.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $10.40 to $10.48, inclusive. The reporting person undertakes 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 this Form 4.
The reporting person serves as trustee of the Peter McCarthy Trust, dated 12/31/01 and disclaims benefificial ownership of these shares except to the extent of his pecuniary interest.