X0203 3 2011-03-31 0 0001502034 GNC ACQUISITION HOLDINGS INC. GNC 0001324454 Berg David P GNC HOLDINGS, INC. 300 SIXTH AVENUE PITTSBURGH PA 15222 0 1 0 0 EVP, Chief Operating Officer Class A common stock, par value $0.001 ("Common Stock") 13876 D Series A preferred stock, par value $0.001 4749 D Stock Option (right to buy) 7.91 2011-09-07 Common Stock 18625 D Stock Option (right to buy) 5.00 2011-09-07 Series A preferred stock, par value $0.001 6375 D Stock Option (right to buy) 8.42 2019-10-21 Common Stock 162500 D Stock Option (right to buy) 12.63 2019-10-21 Common Stock 162500 D Stock Option (right to buy) 10.09 2020-05-13 Common Stock 125000 D Mr. Berg was granted an option to purchase 18,625 shares of Common Stock at the grant price of $7.91 per share on May 26, 2009, all of which vest and become exercisable on August 31, 2011. On May 26, 2009, Mr. Berg was granted an option to purchase 6,375 shares of Series A preferred stock, par value $0.001, at the grant price of $5.00 per share plus accrued and unpaid dividends through the date of exercise, all of which vest and become exercisable on August 31, 2011. Mr. Berg was granted an option to purchase 162,500 shares of Common Stock at the grant price of $8.42 per share on October 21, 2009, of which 32,500 shares are currently vested and exercisable, with the remaining 130,000 shares vesting as follows: 32,500 shares annually, with the next scheduled vesting on October 21, 2011, and each anniversary thereafter, until fully vested. Mr. Berg was granted an option to purchase 162,500 shares of Common Stock at the grant price of $12.63 per share on October 21, 2009, of which 32,500 shares are currently vested and exercisable, with the remaining 130,000 shares vesting as follows: 32,500 shares annually, with the next scheduled vesting on October 21, 2011, and each anniversary thereafter, until fully vested. Mr. Berg was granted an option to purchase 125,000 shares of Common Stock at the grant price of $10.09 per share on May 13, 2010, to vest as follows: 25,000 shares annually beginning on May 13, 2011, and each annivesary thereafter, until fully vested. Exhibit 24 - Power of Attorney /s/ Gerald J. Stubenhofer, Jr., by power of attorney 2011-03-31