X0306 4 2015-02-19 0 0001434729 HSN, Inc. HSNI 0001441286 Attinella Michael C/O HSN, INC. 1 HSN DRIVE ST. PETERSBURG FL 33729 0 1 0 0 Chief Accounting Officer Restricted Stock Units 0.00 2015-02-19 4 A 0 967.939 0.00 A Common Stock, par value $0.01 per share 967.939 9025.799 D Stock Appreication Rights 51.58 2015-02-19 4 A 0 4163 0.00 A 2014-02-12 2023-02-12 Common Stock, par value $0.01 per share 4163 4163 D Stock Appreication Rights 47.90 2015-02-19 4 A 0 4212 0.00 A 2014-05-07 2023-05-07 Common Stock, par value $0.01 per share 4212 4212 D Stock Appreication Rights 47.72 2015-02-19 4 A 0 11975 0.00 A 2015-02-12 2024-02-12 ommon Stock, par value $0.01 per share 11975 11975 D The rights accrued when and as the cash dividends were reinvested in securities and are exercisable and expire on the same terms as the securities to which they relate. On February 19, 2015, the Company paid a special cash dividend of $10.00 per share. This Stock Appreciation Right ("SAR") was previously reported as a SAR covering 3,621 shares at an exercise price of $59.30 per share and has been adjusted with a lower exercise price and an increased number of SARs, in connection with the a special cash dividend of $10.00 per share paid on February 19, 2015. The number of outstanding SARS was increased by a factor of 1.1497, and the exercise price was reduced by dividing the price by that same factor. The adjustment was required under the governing plan documents. The SAR continues to vest in three annual installments. On February 19, 2015, the Company paid a special cash dividend of $10.00 per share. This Stock Appreciation Right ("SAR") was previously reported as a SAR covering 3,664 shares at an exercise price of $55.06 per share and has been adjusted with a lower exercise price and an increased number of SARs, in connection with the a special cash dividend of $10.00 per share paid on February 19, 2015. The number of outstanding SARS was increased by a factor of 1.1497, and the exercise price was reduced by dividing the price by that same factor. The adjustment was required under the governing plan documents. The SAR continues to vest in three annual installments. On February 19, 2015, the Company paid a special cash dividend of $10.00 per share. This Stock Appreciaton Right ("SAR") was previously reported as a SAR covering 10,416 shares at an exercise price of $54.86 per share and has been adjusted with a lower exercise price and an increased number of SARs, in connection with the a special cash dividend of $10.00 per share paid on February 19, 2015. The number of outstanding SARS was increased by a factor of 1.1497, and the exercise price was reduced by dividing the price by that same factor. The adjustment was required under the governing plan documents. The SAR continues to vest in three annual installments. /s/ Harold Herman, as attorney-in-fact 2015-02-23