X0306 4 2013-03-26 0 0001230276 Pandora Media, Inc. P 0001104329 CROSSLINK CAPITAL INC TWO EMBARCADERO CENTER SUITE 2200 SAN FRANCISCO CA 94111 0 0 0 1 Affiliate of Director Common Stock 2013-03-26 4 S 0 47700 13.79 D 32087050 I See Notes Common Stock 2013-03-27 4 S 0 111300 14.00 D 31975750 I See Notes The reporting persons (the "Reporting Persons") are Crosslink Capital, Inc. ("Crosslink"), Crossover Fund V Management, L.L.C. ("Crossover V Management"), and Michael J. Stark. Crosslink is an investment adviser to investment funds (the "Funds"). Crossover V Management is the general partner of one of the Funds. Mr. Stark is the control person of the other Reporting Persons. James Feuille, an affiliate of certain Reporting Persons, is a member of the Issuer's board of directors and serves as the representative of the Reporting Persons. Crosslink is filing this Form 4 on behalf of itself and the other Reporting Persons. The Reporting Persons are filing this Form 4 jointly, but not as a group, and each of them expressly disclaims membership in a group, within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934, as amended. These securities are held directly by the Funds for the benefit of their investors. These securities are indirectly beneficially owned by Crosslink as the investment adviser to the Funds, and by Crossover V Management as the general partner of one of Funds. The Reporting Persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. Crosslink Capital, Inc., by Mihaly Szigeti, Chief Financial Officer 2013-03-27