X0206 3 2013-06-26 0 0001375796 TREMOR VIDEO INC. TRMR 0001291330 Masthead Venture Capital Partners LP 55 CAMBRIDGE PARKWAY SUITE 103 CAMBRIDGE MA 02142 0 0 1 0 Series A Preferred Stock Common Stock 2602713 I See Footnotes Series B Preferred Stock Common Stock 1678288 I See Footnotes The shares will automatically convert on a one-for-one basis into shares of the Issuer's Common Stock immediately upon the closing of a Qualified Public Offering (as defined in the Seventh Amended and Restated Certificate of Incorporation, as filed with the State of Delaware on June 13, 2013). This security is convertible at any time into shares of the Issuer's Common Stock on a one-for-one basis at the Reporting Person's election. These shares do not have an expiration date. Masthead Fund General Partner, LLC, the general partner of Masthead Venture Partners Capital, L.P., has sole voting and dispositive power with respect to the shares held by Masthead Venture Partners Capital, L.P. The managing members of Masthead Fund General Partner, LLC are Braden Bohrmann, Daniel Flatley, Richard Levandov, Brian Owen, and Stephen Smith and may be deemed to have shared voting, investment and dispositive power with respect to the shares held by this entity, but disclaim beneficial ownership with respect to all shares held by this entity except to the extent of any pecuniary interest therein. /s/ Timothy P. Agnew 2013-06-26