X0306 4 2013-10-29 1 0001315657 XOOM Corp XOOM 0001237289 SANDELL SCOTT D 1954 GREENSPRING DRIVE SUITE 600 TIMONIUM MD 21093 0 0 1 0 Common Stock 2013-10-29 4 J 0 2239385 0 D 2239385 I See Note 2 Common Stock 2013-10-29 4 J 0 22394 0 A 22394 I See Note 4 Common Stock 2013-10-29 4 J 0 22394 0 D 0 I See Note 4 Common Stock 2013-10-29 4 J 0 3994 0 A 3994 I See Note 7 Common Stock 2013-10-29 4 J 0 1581 0 A 1581 I See Note 9 Common Stock 2013-10-29 4 J 0 65 0 A 1646 I See Note 9 New Enterprise Associates 11, Limited Partnership ("NEA 11") made a pro rata distribution for no consideration of an aggregate of 2,239,385 shares of Common Stock of the Issuer to its general partner and its limited partners on October 29, 2013. The Reporting Person is a manager of NEA 11 GP, LLC, which is the sole general partner of NEA Partners 11, Limited Partnership ("NEA Partners 11"). NEA Partners 11 is the sole general partner of NEA 11, the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934 (the "1934 Act"), as amended, or otherwise of the shares held by NEA 11, except to the extent of his pecuniary interest therein. NEA Partners 11 received 22,394 shares of Common Stock of the Issuer in the distribution by NEA 11 on October 29, 2013. The Reporting Person is a manager of NEA 11 GP, LLC, the sole general partner of NEA Partners 11, the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of the shares held by NEA Partners 11, except to the extent of his pecuniary interest therein. NEA Partners 11 made a pro rata distribution for no consideration of an aggregate of 22,394 shares of Common Stock of the Issuer to its limited partners on October 29, 2013. New Enterprise Associates, LLC ("NEA LLC") received 3,994 shares of Common Stock of the Issuer in the distribution by NEA Partners 11 on October 29, 2013. The Reporting Person is a member of the Board of Directors of NEA LLC, which is the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of the shares held by NEA LLC, except to the extent of his pecuniary interest therein. The Sandell Family Trust, u/d/t 3/30/01, Scott D. Sandell and Jennifer Ayer Sandell, Trustees (the "Sandell Family Trust") received 1,581 shares of Common Stock of the Issuer in the distribution by NEA Partners 11 on October 29, 2013. The shares are held directly by the Sandell Family Trust. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of the shares held by the Sandell Family Trust, except to the extent of his pecuniary interest therein. NEA Partners 9, Limited Partnership made a pro rata distribution for no consideration of an aggregate of 2,847 shares of Common Stock of the Issuer to its limited partners on October 29, 2013. The Sandell Family Trust received 65 shares of Common Stock of the Issuer in the distribution by NEA Partners 9 on October 29, 2013. /s/ Louis Citron, attorney-in-fact 2013-10-31