X0306 4 2012-07-31 0 0001386858 HYPERION THERAPEUTICS INC HPTX 0001237289 SANDELL SCOTT D 1954 GREENSPRING DRIVE SUITE 600 TIMONIUM MD 21093 0 0 1 0 Common Stock 2012-07-31 4 C 0 611185 A 615119 I See Note 1 Common Stock 2012-07-31 4 C 0 898808 A 1513927 I See Note 1 Common Stock 2012-07-31 4 X 0 125291 A 1639218 I See Note 1 Common Stock 2012-07-31 4 J 0 51119 D 1588099 I See Note 1 Common Stock 2012-07-31 4 C 0 2043 A 1590142 I See Note 1 Common Stock 2012-07-31 4 C 0 2043 A 1592185 I See Note 1 Common Stock 2012-07-31 4 C 0 434096 A 2026281 I See Note 1 Common Stock 2012-07-31 4 C 0 180459 A 2206740 I See Note 1 Common Stock 2012-07-31 4 C 0 177481 A 2384221 I See Note 1 Common Stock 2012-07-31 4 P 0 500000 10 A 2884221 I See Note 1 Series C-1 Preferred Stock 2012-07-31 4 C 0 611185 0 D Common Stock 611185 0 I See Note 1 Series C-2 Preferred Stock 2012-07-31 4 C 0 898808 0 D Common Stock 898808 0 I See Note 1 Common Stock Warrant (right to buy) 4.08 2012-07-31 4 X 0 125291 0 D Common Stock 125291 0 I See Note 1 Preferred Stock Warrant (right to buy) 9.62 2012-07-31 4 X 0 53787 0 D Series C-2 Preferred Stock 53787 0 I See Note 1 Series C-2 Preferred Stock 2012-07-31 4 X 0 53787 0 A Common Stock 53787 53787 I See Note 1 Series C-2 Preferred Stock 2012-07-31 4 J 0 51744 10 D Common Stock 51744 2043 I See Note 1 Series C-2 Preferred Stock 2012-07-31 4 C 0 2043 0 D Common Stock 2043 0 I See Note 1 Preferred Stock Warrant (right to buy) 9.62 2012-07-31 4 X 0 53787 0 D Series C-2 Preferred Stock 53787 0 I See Note 1 Series C-2 Preferred Stock 2012-07-31 4 X 0 53787 0 A Common Stock 53787 53787 I See Note 1 Series C-2 Preferred Stock 2012-07-31 4 J 0 51744 10 D Common Stock 51744 2043 I See Note 1 Series C-2 Preferred Stock 2012-07-31 4 C 0 2043 0 D Common Stock 2043 0 I See Note 1 Convertible Promissory Note 10 2012-07-31 4 C 0 4018596 0 D Common Stock 434096 0 I See Note 1 Convertible Promissory Note 10 2012-07-31 4 C 0 1725188 0 D Common Stock 180459 0 I See Note 1 Convertible Promissory Note 10 2012-07-31 4 C 0 1725188 0 D Common Stock 177481 0 I See Note 1 The Reporting Person is a manager of NEA 12 GP, LLC, the sole general partner of NEA Partners 12, Limited Partnership, the sole general partner of New Enterprise Associates 12, Limited Partnership ("NEA 12"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by NEA 12 in which the Reporting Person has no pecuniary interest. Immediately prior to the closing of the Issuer's initial public offering of its common stock, each share of convertible preferred stock automatically converted into one share of common stock. The convertible preferred stock had no expiration date. Immediately prior to the closing, the warrants automatically net exercised by their terms, which allowed the holder to pay the exercise price of the warrants by forfeiting a portion of the exercised warrant shares with a value equal to the aggregate exercise price. These shares reflect the net exercise of the common stock warrant pursuant to its terms into 74,172 shares of the Issuer's common stock. Notes and accrued interest in the aggregate of $4,340,965 converted automatically immediately prior to the closing of the Issuer's initial public offering into shares of common stock at a conversion price of $10.00 per share, which is the initial public offering price per share. Notes and accrued interest in the aggregate of $1,804,594 converted automatically immediately prior to the closing of the Issuer's initial public offering into shares of common stock at a conversion price of $10.00 per share, which is the initial public offering price per share. Notes and accrued interest in the aggregate of $1,774,817 converted automatically immediately prior to the closing of the Issuer's initial public offering into shares of common stock at a conversion price of $10.00 per share, which is the initial public offering price per share. Immediately prior to the closing, the warrants automatically net exercised by their terms into Series C-2 preferred stock, which allowed the holder to pay the exercise price of the warrants by forfeiting a portion of the exercised warrant shares with a value equal to the aggregate exercise price. The convertible preferred stock had no expiration date. These shares reflect the net exercise of the preferred stock warrant pursuant to its terms into 2,043 shares of the Issuer's Series C-2 preferred stock. /s/ Louis Citron, attorney-in-fact 2012-08-02