X0202 4 2008-06-09 0001138951 LEAPFROG ENTERPRISES INC LF 0001392453 MacIntyre Nancy LEAPFROG ENTERPRISES, INC. 6401 HOLLIS STREET EMERYVILLE CA 94608 0 1 0 0 EVP Product Innovation & Mktg Non-qualified stock option (right to buy) 10.39 2008-06-09 4 D 0 50000 D 2017-02-05 Class A Common 50000 0 D Non-qualified stock option (right to buy) 13.82 2008-06-09 4 D 0 25000 D 2017-02-05 Class A Common 25000 0 D Non-qualified stock option (right to buy) 17.25 2008-06-09 4 D 0 25000 D 2017-02-05 Class A Common 25000 0 D Non-qualified stock option (right to buy) 9.14 2008-06-09 4 A 0 43507 0 A 2017-02-05 Class A Common 43507 43507 D Non-qualified stock option (right to buy) 12.16 2008-06-09 4 A 0 20972 0 A 2017-02-05 Class A Common 20972 20972 D Non-qualified stock option (right to buy) 15.17 2008-06-09 4 A 0 20301 0 A 2017-02-05 Class A Common 20301 20301 D On June 9, 2008, the issuer canceled, pursuant to the issuer's option exchange program, an option granted to the reporting person on February 5, 2007 under the issuer's 2002 Equity Incentive Plan. In exchange for the option, the reporting person received 43,507 non-qualified stock options. The canceled options provide for vesting as follows: 25% of the options vested on February 5, 2008 and the remaining options vested in 36 equal monthly installments commencing March 5, 2008. On June 9, 2008, the issuer canceled, pursuant to the issuer's option exchange program, an option granted to the reporting person on February 5, 2007 under the issuer's 2002 Equity Incentive Plan. In exchange for the option, the reporting person received 20,972 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 February 5, 2007 under the issuer's 2002 Equity Incentive Plan. In exchange for the option, the reporting person received 20,301 non-qualified stock options. Option granted under the issuer's 2002 Equity Incentive Plan. The options vest as follows: 25,379 options vest on June 9, 2009 and the remaining options vest in 20 equal monthly installments commencing July 5, 2009. Option granted under the issuer's 2002 Equity Incentive Plan. The options vest as follows: 12,233 options vest on June 9, 2009 and the remaining options vest in 20 equal monthly installments commencing July 5, 2009. Option granted under the issuer's 2002 Equity Incentive Plan. The options vest as follows: 11,842 options vest on June 9, 2009 and the remaining options vest in 20 equal monthly installments commencing July 5, 2009. Peter M.O. Wong, Attorney-in-Fact on behalf of Nancy MacIntyre 2008-06-11