X0304 4 2011-12-12 0001230276 Pandora Media, Inc. P 0001522487 Steel Jessica D 2101 WEBSTER STREET SUITE 1650 OAKLAND CA 94612 0 1 0 0 EVP, Bus. & Corp. Development Common Stock 2011-12-12 4 S 0 18260 9.3746 D 974857 I By Trust Common Stock 71025 I By Trust Common Stock 71025 I By Trust Sale of shares pursuant to a previously established Rule 10b5-1 plan. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.35 to $9.38, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4. Brian A.C. Steel and Jessica Dawn Steel, Trustees of the Steel Investment Trust u/a/d 12-08-06. Brian A.C. Steel, Trustee of The Brian A.C. Steel 2011 Annuity Trust. Jessica Dawn Steel, Trustee of The Jessica Dawn Steel 2011 Annuity Trust. /s/ Jeremy Liegl, Attorney in Fact 2011-12-14