X0305 4 2012-03-30 0001133869 Nile Therapeutics, Inc. NLTX 0001221355 Kazam Joshua A C/O TWO RIVER GROUP HOLDINGS, LLC 689 FIFTH AVENUE, 12TH FLOOR NEW YORK NY 10022 1 1 0 0 President & CEO Common Stock 2012-03-30 4 P 0 125000 A 1453228 D Common Stock 613841 I By Kazam Family Trust Common Stock 165530 I By Spouse for Minor Child Common Stock 165530 I By Kash Family Foundation Stock Option (Right to Buy) 4.50 2018-01-25 Common Stock 50000 50000 D Stock Option (Right to Buy) .93 2010-01-01 2018-12-22 Common Stock 25000 25000 D Stock Option (Right to Buy) 1.77 2010-07-21 2019-07-21 Common Stock 65000 65000 D Stock Option (Right to Buy) .37 2011-07-26 2020-07-26 Common Stock 80000 80000 D Stock Option (Right to Buy) .73 2012-05-10 2021-05-10 Common Stock 80000 80000 D Warrant (Right to Buy) 1.25 2009-07-07 2014-07-07 Common Stock 49407 49407 D Warrant (Right to Buy) 1.71 2009-07-07 2014-07-07 Common Stock 49407 49407 D Warrant (Right to Buy) 2.28 2009-07-07 2014-07-07 Common Stock 98814 98814 D Warrant (Right to Buy) .94 2010-04-27 2015-04-21 Common Stock 15000 15000 D Warrant (Right to Buy) 1.375 2009-07-15 2019-07-15 Common Stock 31650 31650 D Warrant (Right to Buy) .50 2012-03-30 4 P 0 93750 0 A Common Stock 93750 93750 D The reported securities were purchased by the Reporting Person at an aggregate price of $0.40 for one share of common stock and three-fourths of a warrant to purchase one share of common stock. Held by Reporting Person's spouse as custodian for the benefit of their minor child under the Uniform Gift to Minors Act. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary intrest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or any other purpose. The Reporting Person is the Trustee of the Kash Family Foundation and controls the right to vote and dispose of the shares held by the Trust. However, the Reporting Person has no pecuniary interest in the shares held by the Foundation. Fully exercisable. The warrants are exercisable for a period of five years beginning on the earlier of (i) the date on which a registration statement under the Securities Act of 1933, as amended, covering the shares of common stock issuable upon exercise of the warrants and the subsequent resale of such shares is declared effective by the Securities and Exchange Commission, and (ii) one year and one day after issuance. /s/ Daron Evans as Attorney-in-Fact for Joshua A. Kazam pursuant to Power of Attorney previously filed. 2012-04-02