X0306 4 2016-05-18 0 0001434729 HSN, Inc. HSNI 0001442085 KUGELMAN STEPHANIE 1 HSN DRIVE ST. PETERSBURG FL 33729 1 0 0 0 Deferred Stock Units 2016-05-18 4 A 0 2279 0.00 A Common Stock, par value $0.01 per share 2279 15469.234 D Each deferred stock unit ("DSU") represents a contingent right to receive one share of common stock. Represents a grant of deferred stock units in connection with the reporting person's continuous service as a non-employee director of the company. The terms of the grant provide for 100% vesting on the earlier of (i) the first anniversary of the grant date or (ii) the date of the company's next annual meeting of shareholders. The DSUs will be settled in shares of the company's common stock six months following the reporting person's retirement or other termination of service as a director. /s/ Harold Herman, as attorney-in-fact 2016-05-19