X0204 3 2012-02-02 0 0001461993 CEMPRA, INC. CEMP 0001189158 NEFF P SHERRILL C/O QUAKER BIOVENTURES CIRA CENTRE, 2929 ARCH STREET PHILADELPHIA PA 19104 1 0 1 0 Common Stock 2072349 I by Quaker BioVentures II, L.P. Warrant 6.00 2018-08-05 Common Stock 38447 I by Quaker BioVentures II, L.P. The reportable securities are owned directly by Quaker BioVentures II, L.P. ("Quaker"). The shares held directly by Quaker are indirectly held by Quaker BioVentures Capital II, L.P. ("Quaker GP"), as general partner of Quaker, and by Quaker BioVentures Capital II, LLC ("Quaker LLC"), as general partner of Quaker GP. As a result of the control that Quaker GP exercises over Quaker, and the control that Quaker LLC exercises of Quaker GP, each of Quaker GP and Quaker LLC may be deemed to beneficially own these securities. P. Sherrill Neff is a director of the Issuer and a managing member of Quaker LLC. Mr. Neff disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein. Immediately. /s/ Alexander M. Donaldson, by Power of Attorney 2012-02-06