X0306 4 2017-02-23 0 0000792977 AMAG PHARMACEUTICALS INC. AMAG 0001214939 HEIDEN WILLIAM K C/O AMAG PHARMACEUTICALS, INC. 1100 WINTER STREET WALTHAM MA 02451 1 1 0 0 CEO Common Stock 2017-02-23 4 A 0 30000 A 236646 D Common Stock 2017-02-23 4 A 0 55000 A 291646 D Stock Option (Right to Buy) 23.75 2017-02-23 4 A 0 65000 A 2027-02-23 Common Stock 65000 65000 D Each restricted stock unit ("RSU") represents a contingent right to receive one share of Common Stock of AMAG Pharmaceuticals, Inc. (the "Issuer"). These shares of Common Stock are issuable pursuant to a grant of RSUs pursuant to the Issuer's Third Amended and Restated 2007 Equity Incentive Plan (as amended the "Plan") and will vest in three equal annual installments with the first installment vesting on February 23, 2018. Not applicable. These shares of Common Stock are issuable pursuant to a performance-based RSU grant under a long-term incentive program under the Plan and will be earned, if at all, based on achievement of certain relative total stockholder return targets over the three year performance period ending December 31, 2019 subject to continuation of a business relationship with the grantee through the conclusion of the performance period. The number above represents the target number of shares that may be delivered pursuant to the award ("Target Award"); however, the amount that vests could range from zero to 150% of the Target Award. Grant of stock option pursuant to the Plan. This option will vest and become exercisable over four years after the grant date as follows: (i) 25% on the first anniversary of the grant date and (ii) the balance vesting in equal quarterly installments over the next three years thereafter. Nancy R. Smith, attorney-in-fact 2017-02-27