X0306 4 2012-12-31 0 0001339455 Somaxon Pharmaceuticals, Inc. SOMX 0001024004 HALE DAVID F C/O SOMAXON PHARMACEUTICALS, INC. 440 STEVENS AVENUE, SUITE 200 SOLANA BEACH CA 92075 1 0 0 0 Common Stock 2012-12-31 4 A 0 16033 0.00 A 70388 D Common Stock 40098 I By the Hale Family Trust UTD 2/10/86 Pursuant to the Director Compensation Policy, these RSUs were granted in lieu of cash board fees and retainers. Subject to the terms of the Restricted Stock Unit Agreement, 100% of the RSU Award shall vest upon the earlier of (a) the time that is immediately prior to the consummation of the merger contemplated by the Agreement and Plan of Merger by and among the Company, Pernix Therapeutics Holdings, Inc. and Pernix Acquisition Corp. I dated as of December 10, 2012 (the "Merger Agreement"), or (b) the first date included within an open trading window under the Company's Insider Trading Policy following any termination of the Merger Agreement, subject in either case to Participant's continued status as an Employee, Independent Director or Consultant (each as defined in the Plan) of the Company or any Subsidiary on such vesting date. /s/ Matthew W. Onaitis, Attorney-in-fact 2013-01-03