X0306 4 2015-02-13 0 0001265888 NEUSTAR INC NSR 0001609891 Prince Edward M Jr. 21575 RIDGETOP CIRCLE STERLING VA 20166 0 1 0 0 SVP, Information Services Class A Common Stock 2015-02-13 4 M 0 5503 0.00 A 16596 D Class A Common Stock 2015-02-13 4 F 0 2067 24.61 D 14529 D Class A Common Stock 2015-02-13 4 M 0 7132 0.00 A 21661 D Class A Common Stock 2015-02-13 4 F 0 2009 24.61 D 19652 D Class A Common Stock 2015-02-13 4 M 0 2099 0.00 A 21751 D Performance Stock Units 0.00 2015-02-13 4 M 0 5503 0.00 D Class A Common Stock 5503 0 D Performance Stock Units 0.00 2015-02-13 4 M 0 7132 0.00 D Class A Common Stock 7132 0 D Performance Stock Units 0.00 2015-02-13 4 M 0 2099 0.00 D Class A Common Stock 2099 0 D Includes shares that are subject to restricted stock agreements and a performance-vested restricted unit agreement under the Amended and Restated NeuStar, Inc. 2009 Stock Incentive Plan. The price is equal to the closing price of the Class A Common Stock on February 13, 2015. Any unvested performance-vested restricted stock units shall be forfeited if the Reporting Person experiences a Termination (as defined in the Amended and Restated NeuStar, Inc. 2009 Stock Incentive Plan). The shares represent the second tranche of the performance-vested restricted stock units granted on August 5, 2013. In accordance with the Performance-Vested Restricted Stock Unit Agreement, each performance stock unit represented a contingent right to receive a share of Class A Common Stock based on, and subject to, the achievement and subsequent certification of certain revenue and adjusted net income goals for the 2014 fiscal year. The number of shares of Class A Common Stock, together with Dividend Equivalents (as defined in the Amended and Restated NeuStar, Inc. 2009 Stock Incentive Plan) on such performance stock units, that the Reporting Person was entitled to receive ranged from 0% to 150% of the number of shares of performance stock units granted. Immediately. If the Reporting Person experiences a Termination (as defined in the Amended and Restated NeuStar, Inc. 2009 Stock Incentive Plan) other than "for cause" or "without good reason", these performance stock units, and any other performance stock units earned by the Reporting Person as a result of the achievement of performance goals which have not yet vested as of the date of Termination but would have vested at any time during the twelve (12) months following such Termination, shall immediately vest, and any remaining portion of any unvested award shall be immediately forfeited. The shares represent the second tranche of the performance-vested restricted stock units granted on September 26, 2012. In accordance with the Performance-Vested Restricted Stock Unit Agreement, each performance stock unit represented a contingent right to receive a share of Class A Common Stock based on, and subject to, the achievement and subsequent certification of certain revenue and adjusted net income goals for the 2014 fiscal year. The number of shares of Class A Common Stock, together with Dividend Equivalents (as defined in the Amended and Restated NeuStar, Inc. 2009 Stock Incentive Plan) on such performance stock units, that the Reporting Person was entitled to receive ranged from 0% to 150% of the number of shares of performance stock units granted. Seventy-five percent of these shares vested on February 13, 2015, and the remaining twenty-five percent of these shares vest on January 1, 2016. The shares were awarded pursuant to a Performance-Vested Restricted Stock Unit Agreement under the Amended and Restated NeuStar, Inc. Stock Incentive Plan. In accordance with the Performance-Vested Restricted Stock Unit Agreement, each performance stock unit represented a contingent right to receive a share of Class A Common Stock based on, and subject to, the achievement and subsequent certification of certain revenue and adjusted net income goals for the 2014 fiscal year. The number of shares of Class A Common Stock, together with Dividend Equivalents (as defined in the Amended and Restated NeuStar, Inc. 2009 Stock Incentive Plan) on such performance stock units, that the Reporting Person was entitled to receive ranged from 0% to 150% of the number of shares of performance stock units granted. These shares vest on March 1, 2015. /s/Paul S. Lalljie, by power of attorney 2015-02-19