X0306 4 2014-05-29 0 0001087432 INTERMUNE INC ITMN 0001206199 WELCH DANIEL G 3280 BAYSHORE BLVD BRISBANE CA 94005 1 1 0 0 Chairman, CEO and President Common stock 2014-05-30 4 M 0 8750 0.00 A 102681 D Common stock 2014-05-30 4 S 0 4565 40.0644 D 98116 D Restricted stock units 0.00 2014-05-29 4 A 0 16000 0.00 A Common stock 16000 16000 D Restricted stock units 0.00 2014-05-30 4 M 0 8750 0.00 D Common stock 8750 26250 D Performance stock units 0.00 2014-05-29 4 A 0 24000 0.00 A Common stock 24000 24000 D Stock options (right to buy) 40.26 2014-05-29 4 A 0 80000 0.00 A Common stock 80000 80000 D Annual vesting of previously awarded restricted stock units. The shares sold in this transaction were acquired pursuant to a restricted stock unit granted and were sold pursuant to a pre-existing order to sell that number of shares necessary to cover the taxes owed upon the vesting of such restricted stock unit. Represents the weighted average sale price for the entire number of shares sold. The sale prices range from $39.88 to $40.16 per share. Full information on the numbers of shares sold at each sale price is available upon request. Each restricted stock unit represents a contingent right to receive one share of InterMune, Inc. common stock. Twenty-five percent (25%) of the total number of restricted stock units shall become vested and releasable on each yearly anniversary of the grant date. Shares of common stock of the company issued upon completion of vesting of each installment of the restricted stock units will be delivered to the reporting person following the completion of vesting of the corresponding installment. Each performance stock unit represents a contingent right to receive one share of InterMune, Inc. common stock. Performance stock units are subject to vest upon pre-specified performance criteria, as determined by the Board of Directors. This option was granted pursuant to InterMune, Inc. Amended and Restated 2000 Equity Incentive Plan. Twenty-five percent (25%) of the total number of shares subject to the stock option vest and become exercisable on the first anniversary of the grant date. The remainder of the option shares vests and becomes exercisable cumulatively in equal monthly installments over the following thirty-six (36) months. By: /s/ John Hodgman, Attorney-in-fact for: Daniel G. Welch 2014-06-02