X0202 4 2008-06-09 0001138951 LEAPFROG ENTERPRISES INC LF 0001215011 FINK STEVEN B LEAPFROG ENTERPRISES, INC. 6401 HOLLIS STREET EMERYVILLE CA 94608 1 0 0 0 Non-qualified stock option (right to buy) 12.50 2008-06-09 4 D 0 25000 D 2012-07-02 Class A Common 25000 0 D Non-qualified stock option (right to buy) 31.81 2008-06-09 4 D 0 10000 D 2013-07-01 Class A Common 10000 0 D Non-qualified stock option (right to buy) 19.89 2008-06-09 4 D 0 25000 D 2014-07-01 Class A Common 25000 0 D Non-qualified stock option (right to buy) 11.30 2008-06-09 4 D 0 25000 D 2015-07-01 Class A Common 25000 0 D Non-qualified stock option (right to buy) 10.10 2008-06-09 4 D 0 25000 D 2016-07-03 Class A Common 25000 0 D Non-qualified stock option (right to buy) 10.25 2008-06-09 4 D 0 25000 D 2017-07-02 Class A Common 25000 0 D Non-qualified stock option (right to buy) 9.14 2008-06-09 4 A 0 12195 0 A 2012-07-02 Class A Common 12195 12195 D Non-qualified stock option (right to buy) 9.14 2008-06-09 4 A 0 468 0 A 2013-07-01 Class A Common 468 468 D Non-qualified stock option (right to buy) 9.14 2008-06-09 4 A 0 6171 0 A 2012-07-02 Class A Common 6171 6171 D Non-qualified stock option (right to buy) 9.14 2008-06-09 4 A 0 18383 0 A 2015-07-01 Class A Common 18383 18383 D Non-qualified stock option (right to buy) 9.14 2008-06-09 4 A 0 21906 0 A 2015-07-01 Class A Common 18383 18383 D Non-qualified stock option (right to buy) 9.14 2008-06-09 4 A 0 22344 0 A 2017-07-02 Class A Common 22344 22344 D On June 9, 2008, the issuer canceled, pursuant to the issuer's option exchange program, an option granted to the reporting person on July 1, 2002 under the issuer's 2002 Non-employee Director Stock Award Plan. In exchange for the option, the reporting person received 12,195 non-qualified stock options. The canceled options were 100% vested. On June 9, 2008, the issuer canceled, pursuant to the issuer's option exchange program, an option granted to the reporting person on July 1, 2003 under the issuer's 2002 Non-employee Director Stock Award Plan. In exchange for the option, the reporting person received 468 non-qualified stock options. On June 9, 2008, the issuer canceled, pursuant to the issuer's option exchange program, an option granted to the reporting person on July 1, 2004 under the issuer's 2002 Non-employee Director Stock Award Plan. In exchange for the option, the reporting person received 6,171 non-qualified stock options. On June 9, 2008, the issuer canceled, pursuant to the issuer's option exchange program, an option granted to the reporting person on July 1, 2005 under the issuer's 2002 Non-employee Director Stock Award Plan. In exchange for the option, the reporting person received 18,383 non-qualified stock options. On June 9, 2008, the issuer canceled, pursuant to the issuer's option exchange program, an option granted to the reporting person on July 3, 2006 under the issuer's 2002 Non-employee Director Stock Award Plan. In exchange for the option, the reporting person received 21,906 non-qualified stock options. The canceled options provided for vesting in 36 equal monthly installments commencing August 1, 2006. On June 9, 2008, the issuer canceled, pursuant to the issuer's option exchange program, an option granted to the reporting person on July 2, 2007 under the issuer's 2002 Non-employee Director Stock Award Plan. In exchange for the option, the reporting person received 22,344 non-qualified stock options. The canceled options provided for vesting in 36 equal monthly installments commencing August 1, 2007. Options granted under the issuer's 2002 Equity Incentive Plan. The options vest 100% on June 9, 2009. Options granted under the issuer's 2002 Equity Incentive Plan. The options vest as follows: 21,297 options vest on June 9, 2009 and 609 options vest on July 3, 2009. Option granted under the issuer's 2002 Equity Incentive Plan. The options vest as follows: 14,275 options vest on June 9, 2009 and the remaining options vest in 13 equal monthly installments commencing July 2, 2009. Peter M.O. Wong Attorney-inFact on behalf of Steven B. Fink 2008-06-11