X0306 4 2015-07-01 1 0001201663 AUDIENCE INC ADNC 0001433762 Palatnik Kevin S. C/O AUDIENCE, INC. 331 FAIRCHILD DR. MOUNTAIN VIEW CA 94043 0 1 0 0 Chief Financial Officer Common Stock 2015-07-01 2015-07-01 4 U 0 159470 2.51 D 0 D Right to Buy (Common Stock) 11.70 2015-07-01 2015-07-01 4 D 0 190184 0.00 D 2012-08-10 2021-10-31 Common Stock 190184 0 D Right to Buy (Common Stock) 14.42 2015-07-01 2015-07-01 4 D 0 33000 0.00 D 2013-03-14 2023-02-14 Common Stock 33000 0 D Restricted Stock Unit 0.001 2015-07-01 2015-07-01 4 D 0 6000 0.00 D 2013-08-14 2023-02-14 Common Stock 6000 0 D Restricted Stock Unit 0.001 2015-07-01 2015-07-01 4 D 0 14400 0.00 D 2014-08-20 2024-02-14 Common Stock 14400 0 D Right to Buy (Common Stock) 11.64 2015-07-01 2015-07-01 4 D 0 51500 0.00 D 2014-03-20 2024-02-20 Common Stock 51500 0 D Restricted Stock Unit 0.001 2015-07-01 2015-07-01 4 D 0 31875 0.00 D 2014-05-08 2024-11-08 Common Stock 31875 0 D Restricted Stock Unit 0.001 2015-07-01 2015-07-01 4 D 0 16500 0.00 D 2015-08-18 2025-02-18 Common Stock 16500 0 D Right to Buy (Common Stock) 4.60 2015-07-01 2015-07-01 4 D 0 78000 0.00 D 2015-03-18 2025-02-18 Common Stock 78000 0 D Restricted Stock Unit 0.001 2015-07-01 2015-07-01 4 D 0 12500 0.00 D 2015-05-15 2025-03-16 Common Stock 12500 0 D In connection with the completion of an exchange offer launched by Orange Subsidiary, Inc., a wholly owned subsidiary of Knowles Corporation ("Knowles") (the "Offer"), the Reporting Person received $400,269.70 and 21,061 shares of Knowles common stock. Such amounts were determined pursuant to the offer consideration described in the Offer Statement on Schedule TO filed with the SEC by Knowles and Orange Subsidiary, Inc. on May 19, 2015, as amended. Pursuant to the terms of a merger agreement dated April 29, 2015 between the Issuer, Knowles and Orange Subsidiary, Inc. (the "Merger Agreement"), this option was not assumed by Knowles and was cancelled for no consideration. Represents par value of Issuer's common stock. Pursuant to the terms of the Merger Agreement, this restricted stock unit was assumed and exchanged for a restricted stock unit covering 1,588 shares of Knowles common stock. Pursuant to the terms of the Merger Agreement, this restricted stock unit was assumed and exchanged for a restricted stock unit covering 3,812 shares of Knowles common stock. Pursuant to the terms of a the Merger Agreement, this option was not assumed by Knowles and was cancelled for no consideration. Pursuant to the terms of the Merger Agreement, this restricted stock unit was assumed and exchanged for a restricted stock unit covering 8,437 shares of Knowles common stock. Pursuant to the terms of the Merger Agreement, this restricted stock unit was assumed and exchanged for a restricted stock unit covering 4,367 shares of Knowles common stock. Pursuant to the terms of the Merger Agreement, this option was not assumed by Knowls and was cancelled in exchange for (i) a cash payment to the Reporting Person of $16,400.61 and (ii) 823 shares of Knowles common stock. Pursuant to the terms of the Merger Agreement, this restricted stock unit was assumed and exchanged for a restricted stock unit covering 3,309 shares of Knowles common stock. /s/ Craig Factor Atty-in-Fact for Kevin Palatnik 2015-07-02