X0306 4 2013-06-03 0 0001124105 TARGACEPT INC TRGT 0001237289 SANDELL SCOTT D 1954 GREENSPRING DRIVE SUITE 600 TIMONIUM MD 21093 0 0 1 0 Common Stock 2013-06-03 4 X 0 1000 0.075 A 6333 I See Note 1 Common Stock 4563512 I See Note 2 Stock Option (Right to Buy) 0.075 2013-06-03 4 X 0 1000 0 D 2003-06-11 2013-06-11 Common Stock 1000 0 I See Note 1 The Reporting Person is a member of New Enterprise Associates, LLC, which is the sole owner of New Enterprise Associates, Inc. (formerly NEA Development Corp.), the beneficial owner of the securities. Following the exercise of the options, the shares were transferred to an affiliated entity. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, of the securities held by New Enterprise Associates, Inc., except to the extent of his pecuniary interest therein. The Reporting Person is a general partner of NEA Partners 10, Limited Partnership, which is the sole general partner of New Enterprise Associates 10, Limited Partnership, ("NEA 10") 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 the shares held by NEA 10, except to the extent of his pecuniary interest therein. /s/ Louis Citron, attorney-in-fact 2013-06-04