X0202 4 2006-04-19 1 0000706539 CHIRON CORP CHIR 0001229447 SMITH DAVID V 4560 HORTON STREET EMERYVILLE CA 94608 0 1 0 0 V.P. & Chief Financial Officer Common Stock 2006-04-19 4 D 0 2179 48.00 D 0 D Employee Stock Option (Right to Buy) 22.00 2006-04-19 4 D 0 15625 26.00 D 2006-04-19 Common Stock 15625 0 D Employee Stock Option (Right to Buy) 45.7188 2006-04-19 4 D 0 14000 2.2812 D 2006-04-19 Common Stock 14000 0 D Employee Stock Option (Right to Buy) 42.535 2006-04-19 4 D 0 12000 5.465 D 2006-04-19 Common Stock 12000 0 D Employee Stock Option (Right to Buy) 36.335 2006-04-19 4 D 0 14000 11.665 D 2006-04-19 Common Stock 14000 0 D Employee Stock Option (Right to Buy) 33.88 2006-04-19 4 D 0 67500 14.12 D 2006-04-19 Common Stock 67500 0 D Performance Share Rights Award 2006-04-19 4 A 0 6000 0 A 2006-04-19 Common Stock 6000 6000 D Performance Share Rights Award 2006-04-19 4 D 0 6000 48.00 D 2006-04-19 Common Stock 6000 0 D Performance Share Rights Award 2006-04-19 4 A 0 12000 0 A 2006-04-19 Common Stock 12000 12000 D Performance Share Rights Award 2006-04-19 4 D 0 12000 48.00 D 2006-04-19 Common Stock 12000 0 D Restricted Stock Units 2006-04-19 4 D 0 1900 48.00 D 2006-04-19 Common Stock 1900 0 D The disposition was effected pursuant to the terms of the merger agreement between the Issuer and Novartis AG dated as of October 30, 2005 and as subsequently amended April 3, 2006 (the "Merger Agreement"), and involved the exchange of each share for a cash payment in the amount of $48. The disposition was approved by the Compensation Committee of the Issuer's Board of Directors and is accordingly an exempt transaction pursuant to SEC Rule 16b-3(e). Includes share right awards covering 900 shares of the Issuer's common stock which were also exchanged for a cash payment pursuant to the Merger Agreement. The option was cancelled pursuant to the terms of the Merger Agreement in exchange for a cash payment per cancelled option share equal to $48 less the exercise price per share in effect for that option. Such disposition of the option was approved by the Compensation Committee of the Issuer's Board of Directors and is accordingly an exempt transaction pursuant to SEC Rule 16b-3(e). The option was vested and fully exercisable as to all the shares at the time of cancellation. One-for-One Represents a performance share award made on June 1, 2004 and structured to vest upon the Issuer's attainment of certain pre-established performance objectives over a designated period measured from June 1, 2004 to December 31, 2006. However, pursuant to the terms of such award, vesting occurred at target level on an accelerated basis immediately prior to the change in control transaction effected on April 19, 2006 pursuant to the Merger Agreement. The award was made to the Reporting Person in a transaction exempt under SEC Rule 16b-3(d). The share rights award vested in full on an accelerated basis immediately prior to the closing of the change in control transaction effected on April 19, 2006 pursuant to the Merger Agreement. The share rights were cancelled pursuant to the terms of the Merger Agreement in exchange for a cash payment equal to $48 per share of the Issuer's common stock underlying the cancelled share rights. Such disposition of the share rights was approved by the Compensation Committee of the Issuer's Board of Directors and is accordingly an exempt transaction pursuant to SEC Rule 16b-3(e). Represents a performance share award made on February 22, 2005 and structured to vest upon the Issuer's attainment of certain pre-established performance objectives over a designated period measured from February 22, 2005 to August 21, 2007. However, pursuant to the terms of such award, vesting occurred at target level on an accelerated basis immediately prior to the change in control transaction effected on April 19, 2006 pursuant to the Merger Agreement. The award was made to the Reporting Person in a transaction exempt under SEC Rule 16b-3(d). The stock units were cancelled pursuant to the terms of the Merger Agreement in exchange for a cash payment equal to $48 per share of the Issuer's common stock underlying the cancelled share rights. Such disposition of the share rights was approved by the Compensation Committee of the Issuer's Board of Directors and is accordingly an exempt transaction pursuant to SEC Rule 16b-3(e). The stock units vested in full on an accelerated basis in connection with the closing of the change in control transaction effected on April 19, 2006 pursuant to the Merger Agreement. David V. Smith by Naima Robinson as Atty-in-Fact 2006-04-19