from 10-Q 18 pages Separation Agreement and General Release

from 10-Q ~5 pages 1. Responsibilities, Duties. Beginning June 27, 2017 (The “Transition Start Date”), You Will Serve as Interim Chief Executive Officer and President of the Company (“CEO”) and Will Perform the Additional Duties (As Defined in Paragraph 5 Below), in Each Case Until the Earlier of (1) the Start Date of a New Chief Executive Officer; and (2) the Date You Are Removed as CEO by the Company’s Board of Directors (Such Earlier Date Being the “Transition End Date”). the Chief of Staff Will Report to You While You Are CEO. in Addition to the Foregoing, You Will Continue Performing Your Role as Chief Financial Officer (“CFO”)

from 10-Q 5 pages Pandora Media, Inc. 2011 Equity Incentive Plan Notice of Restricted Stock Unit Grant

from 10-Q 9 pages On Behalf of Pandora Media, Inc. (The “Company”), We Are Pleased to Offer You the Position of President and Chief Executive Officer, Reporting to the Board of Directors of the Company (The “Board”). This Letter Agreement Sets Forth the Terms and Conditions of Your Employment With the Company (The “Agreement”), if You Accept and Commence Such Employment. Please Understand That This Offer, if Not Accepted, Will Expire on August 13, 2017

from 10-Q 19 pages Separation Agreement and General Release

from 10-Q ~5 pages Amendment No. 1 to Membership Interest Purchase Agreement

from 10-Q 4 pages Pandora Media, Inc. 2011 Equity Incentive Plan Notice of Restricted Stock Unit Grant

from 10-Q 4 pages Pandora Media, Inc. 2011 Equity Incentive Plan Notice of Restricted Stock Unit Grant

from 10-Q 2 pages Pandora Media, Inc. 2011 Equity Incentive Plan Notice of Stock Option Grant

from 10-Q ~1 page Management certification of annual or quarterly disclosure

from 10-Q ~1 page Management certification of annual or quarterly disclosure

from 10-Q 1 page Management certification of financial report

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from 10-Q pex100220170930chopra_image1.gif

from 10-Q pex100520170930lyncho_image1.gif

from 10-Q pex100620170930herrin_image1.gif