X0306 4 2016-04-06 0 0001103837 CROWN MEDIA HOLDINGS INC CRWN 0001495644 H.A., LLC 2501 MCGEE STREET KANSAS CITY MO 64108 0 0 1 0 0001114887 HALLMARK CARDS INC 2501 MCGEE STREET KANSAS CITY MO 64108 0 0 1 0 Common Stock, par value $0.01 per share 2016-04-06 4 J 0 40000000 A 324885516 I See footnotes Common Stock, par value $0.01 per share 324885516 I See footnote On April 6, 2016, Hallmark Cards GmbH ("HC Germany"), a German company and wholly-owned indirect subsidiary of Hallmark Cards, Incorporated ("Hallmark"), sold 40,000,000 shares (the "Repatriated Shares") of the Issuer's Class A Common Stock, par value $0.01 per share (the "Common Stock"), to Hallmark (the "First Transfer") in exchange for a promissory note issued by Hallmark to HC Germany in the initial principal amount of $202,000,000. Immediately following the First Transfer, Hallmark contributed the Repatriated Shares to its wholly-owned subsidiary H.A. LLC ("HALLC"), a Delaware limited liability company, as a contribution to capital. Immediately thereafter, HALLC contributed the Repatriated Shares to its wholly-owned subsidiary HMK Holdings, Inc. ("HMK"), a Delaware corporation, as a contribution to capital. Immediately thereafter, HMK contributed the Repatriated Shares to its wholly-owned subsidiary HCC, as contribution to capital. As a result of the contributions described in Note (1), HALLC, and HMK increased their indirect beneficial ownership of Common Stock by 40,000,000 shares. In addition, immediately following the contributions described in Note 1, HCC contributed the 40,000,000 shares of Common Stock received and the 284,885,516 shares of Common Stock already held by HCC to its wholly-owned subsidiary CM Merger Co. ("Merger Sub"), a Delaware corporation, as a contribution to capital. As a result of the contribution, HCC's beneficial interest in the Common Stock increased by 40,000,000 shares and the nature of its beneficial ownership changed from direct to indirect. Hallmark's indirect beneficial interest in the Common Stock did not change as a result of the transactions described in Note 1 and 2. /s/ Brian E. Gardner, Vice President, H.A., LLC 2016-04-27 /s/ Brian E. Gardner, Vice President, HMK Holdings, Inc. 2016-04-27 /s/ Deanne R. Stedem, Vice President, H C Crown, LLC 2016-04-27