X0306 4 2015-02-27 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 2015-02-27 4 J 0 1242725 0 D 7962827 I See Notes Common Stock 2015-02-27 4 J 0 380207 0 A 380207 D The reporting persons (the "Reporting Persons") are Crosslink Capital, Inc. ("Crosslink"), Crosslink Ventures IV Holdings, L.L.C. ("Ventures IV Holdings"), Crosslink Verwaltungs GmbH ("Verwaltungs") and Michael J. Stark. Crosslink is an investment adviser to investment funds (the "Funds"). Ventures IV Holdings or Verwaltungs is the general partner, manager or holder of Class B Units of one or more 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 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 indirectly by Ventures IV Holdings or Verwaltungs and are indirectly beneficially owned by Mr. Stark as the control person of Venture IV Holdings and Verwaltungs. The Reporting Persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. On February 27, 2015, one or more Funds of which Ventures IV Holdings or Verwaltungs is the general partner, manager or holder of Class B Units distributed 1,242,725 shares of these securities to their investors for no consideration. Of that amount, 380,207 shares were distributed to Venture IV Holdings and Verwaltungs for no consideration as investors in the Funds. Crosslink Capital, Inc., by Mihaly Szigeti, Chief Financial Officer 2015-03-03