X0303 4 2009-05-27 0 0001125914 OPENTABLE INC OPEN 0001190191 GURLEY J WILLIAM 2480 SAND HILL ROAD SUITE 200 MENLO PARK CA 94025 1 0 1 0 Common Stock, $0.0001 par value 2009-05-27 4 C 0 2964260 A 4639783 I See Footnote Common Stock, $0.0001 par value 2009-05-27 4 C 0 21845 A 33876 D Series A Preferred Stock 2009-05-27 4 C 0 2964260 D Common Stock 2964260 0 I See Footnote Series A Preferred Stock 2009-05-27 4 C 0 21845 D Common Stock 21845 0 D Each one share of Series A Preferred Stock automatically converted into one share of Common Stock immediately prior to the completion of the Issuer's initial public offering. J. William Gurley, a managing member of Benchmark Capital Management Co. IV, LLC ("BCMC IV"), may be deemed to share voting and dispositive power over the 4,639,783 shares of Common Stock that may be deemed beneficially held by BCMC IV. In addition, Mr. Gurley directly holds 33,876 shares of Common Stock. Mr. Gurley disclaims beneficial ownership of these shares except for the 33,876 shares of Common Stock he owns of record and to the extent of his pecuniary interest in the remaining shares, and the filing of this report is not an admission that Mr. Gurley is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. The expiration date is not relevant to the conversion of these securities. /s/ Steven M. Spurlock Steven M. Spurlock, by power of attorney for J. William Gurley 2009-05-27