X0306 4/A 2012-03-01 2012-03-05 0 0001131096 ATHENAHEALTH INC ATHN 0001204310 KAHANE STEPHEN N 311 ARSENAL STREET WATERTOWN MA 02472 0 1 0 0 President, Enterprise Services Common Stock 2012-03-01 4 F 0 6410 70.86 D 115117 D Common Stock 2012-03-01 4 F 0 196 70.86 D 114921 D Common Stock 2012-03-01 4 A 0 12500 0.00 A 127421 D On March 5, 2012, the Reporting Person filed a Form 4 incorrectly reporting 6,369 and 173 shares withheld to satisfy a tax withholding obligation incurred upon the vesting of restricted stock units when in fact 6,410 and 196 shares were withheld. As a result of the error described in Footnote 1, the amount of shares beneficially owned by the Reporting Person on the Form 4 filed March 5, 2012, was incorrect. Represents an award of restricted stock units pursuant to the Issuer's Amended and Restated 2007 Stock Option and Incentive Plan. The restricted stock units vest in four equal annual installments beginning on the first anniversary of the grant date. /s/ Daniel H. Orenstein Attorney-in-Fact 2012-08-07