X0306 4 2018-01-31 0 0001019671 SEACHANGE INTERNATIONAL INC SEAC 0001679086 Faubert Peter R. C/O SEACHANGE INTERNATIONAL, INC. 50 NAGOG PARK ACTON MA 01720 0 1 0 0 Chief Financial Officer Common Stock 2018-02-01 4 F 0 2385 3.31 D 17703 D Common Stock 2018-01-31 4 A 0 25000 0.00 A 42703 D Performance RIghts 2018-01-31 4 A 0 25000 0.00 A 2021-01-31 Common Stock 25000 25000 D Stock Option (right to buy) 3.33 2018-01-31 4 A 0 100000 3.33 A 2019-01-31 2028-01-31 Common Stock 100000 100000 D The securities awarded on January 31, 2018 are in the form of restricted stock units (RSUs) issued pursuant to the SeaChange International, Inc. 2011 Compensation and Incentive Plan (the "2011 Plan") that entitle the reporting person to receive one (1) share of common stock per RSU. The RSUs will vest at the rate of 33.33% on each of the first and second anniversary of January 31, 2018 with the balance to be vested on the third anniversary of January 31, 2018. Each performance right represents a contingent right to receive 1 share of SeaChange common stock. The performance rights vest pursuant to the terms of the applicable Performance Stock Unit Agreement based on the Registrant achieving certain overall Registrant financial objectives for fiscal 2019, 2020 and 2021 related to total revenue and non-GAAP operating income in fiscal 2019 and to be determined in fiscal 2020 and 2021. One third of the stock options will vest annually on January 31, 2019, January 31, 2020 and January 31, 2021. /s/ Peter Faubert 2018-02-02