X0206 3 2013-10-08 0 0001553588 SFX Entertainment, INC SFXE 0000940128 SILLERMAN ROBERT F X 430 PARK AVENUE, 6TH FLOOR NEW YORK NY 10022 1 1 1 0 CEO & Chairman of the Board Common Stock 17976000 D Common Stock 19124000 D Options (right to buy) 2.00 2012-03-01 2022-03-01 Common Stock 2500000 D Options (right to buy) 5 2015-12-31 2019-12-31 Common Stock 700000 D Options (right to buy) 7.50 2015-12-31 2019-12-31 Common Stock 700000 D Options (right to buy) 10 2015-12-31 2019-12-31 Common Stock 700000 D Options (right to buy) 5 2016-02-11 2020-02-11 Common Stock 500000 D Options (right to buy) 7.50 2016-02-11 2020-02-11 Common Stock 750000 D Options (right to buy) 10 2016-02-11 2020-02-11 Common Stock 1000000 D Options (right to buy) 5 2016-03-12 2020-03-12 Common Stock 5000000 D Of these shares, 16,876,000 shares are held personally by Mr. Sillerman, 100,000 shares are restricted shares that will vest on December 31, 2015 and 1,000,000 shares are restricted shares that will vest on February 11, 2016, each subject to accelerated vesting under certain conditions as set forth in Mr. Sillerman's employment agreement. These shares are beneficially owned by Mr. Sillerman pursuant to nominee agreements with various stockholders of the Company that named Mr. Sillerman as nominee with respect to such shares. The nominee agreements may be terminated upon the earlier of (a) two business days after delivery by the beneficiary to the nominee of written notice to terminate the agreement or (b) two business days after delivery by the nominee to the beneficiary of the nominee's written notice of resignation as a nominee. Of these options, 500,000 vested immediately on the grant date and the remaining 2,000,000 will vest in equal installments of 500,000 options on each of January 1, 2014, January 1, 2015, January 1, 2016, and January 1, 2017, subject to accelerated vesting under certain conditions as set forth in Mr. Sillerman's employment agreement. These options will vest on December 31, 2015, subject to accelerated vesting under certain conditions as set forth in Mr. Sillerman's employment agreement. These options will vest on February 11, 2016, subject to accelerated vesting under certain conditions as set forth in Mr. Sillerman's employment agreement. These options will vest on March 12, 2016, subject to accelerated vesting under certain conditions as set forth in Mr. Sillerman's employment agreement. Robert F.X. Sillerman 2013-10-08