Rubin Jason 4

4 · THQ INC · Filed May 30, 2012

Form 4

Period: 2012-05-25

President

Transactions

Award
Restricted Stock Units
2012-05-25+950,000→ 950,000 total
Exp: 2016-05-25→ Common Stock (950,000 underlying)
Award
Option to Purchase Common Stock
2012-05-25+3,071,756→ 3,071,756 total
Exercise: $0.61Exp: 2013-03-31→ Common Stock (3,071,756 underlying)
Award
Option to Purchase Common Stock
2012-05-25+950,000→ 950,000 total
Exercise: $0.61From: 2013-05-25Exp: 2017-05-25→ Common Stock (950,000 underlying)

Footnotes (3)

[F1]The option award will vest in full on the first date the reporting person consummates the purchase of the Issuer's common stock having a value at the time of purchase of at least $1,500,000 in the aggregate. In the event the option award does not vest in full on or before March 31, 2013, the option award will terminate and be forfeited on that date.
[F2]The option award will vest in three equal installments on each of the first three anniversaries of the date of grant, which was May 25, 2012.
[F3]The Restricted Stock Units (RSUs) were granted on May 25, 2012. The RSUs are subject to forfeiture and will vest in two equal installments: (i) one half on the first date that the Issuer's common stock achieves ten (10) consecutive trading days on which the closing price for the Issuer's stock equals or exceeds $2.00 per share and (ii) one half on the first date that the Issuer's common stock achieves ten (10) consecutive trading days on which the closing price for the Issuer's common stock equals or exceeds $3.00 per share. Any unvested RSUs outstanding on the fourth anniversary date of the grant date will be terminated and forfeited.

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