Peter Chernin

Peter Chernin has served on our board of directors since January 2011. Mr. Chernin currently owns and runs Chernin Entertainment, which produces motion pictures and television programs, and The Chernin Group, which pursues strategic opportunities in media, technology and entertainment. From 1996 to 2009, Mr. Chernin held various positions at News Corporation, most recently as president and chief operating officer, and as chairman and chief executive officer of Fox Entertainment Group, a subsidiary of News Corporation, where he oversaw the global operations of the company's film, television, satellite, cable and digital media businesses. Prior to that, Mr. Chernin headed Twentieth Century Fox Filmed Entertainment and, earlier, the Fox Broadcasting Company. Prior to joining News Corporation, Mr. Chernin served as president and chief operating officer of Lorimar Film Entertainment, a television production company. Mr. Chernin currently serves on the board of directors of American Express, a diversified financial services company, and has previously served on the boards of directors of various companies in the media industry, including News Corporation, Fox Entertainment Group, Gemstar-TV Guide International and DIRECTV. Mr. Chernin holds a Bachelor of Arts in English Literature from the University of California at Berkeley. We believe that Mr. Chernin is qualified to serve on our board of directors due to his operating and management experience at a global media corporation, his expertise in online and mobile markets and other new technologies, and his service on the boards of directors of a range of public and private companies. News Corp Compensation for 2009 Salary $8,100,000 Bonus $0 Restricted stock awards $7,131,702 All other compensation $183,737 Option awards $0 Non-equity incentive plan compensation $5,435,000 Change in pension value and nonqualified deferred compensation earnings $1,373,188 Total Compensation $22,223,627 American Express Co Director Compensation for 2011 Fees earned or paid in cash $100,000 Stock awards $150,000 All other compensation $13,892 Total Compensation $263,892 Pandora Media Inc Director Compensation for 2011 Option awards (in $) $785,000 Total Compensation $785,000 Stock Ownership for 2012 Number of shares owned 13,673 News Corporation Stock Ownership for 2009 Number of shares owned 9,065