X0206 3 2013-05-21 0 0001269021 PORTOLA PHARMACEUTICALS INC PTLA 0001373026 Phillips Peggy V C/O PORTOLA PHARMACEUTICALS, INC. 270 E. GRAND AVENUE SOUTH SAN FRANCISCO CA 94080 1 0 0 0 Stock Option (Right to Buy) 1.50 2016-03-19 Common Stock 12000 D Stock Option (Right to Buy) 5.10 2019-04-28 Common Stock 10000 D Stock Option (Right to Buy) 7.00 2021-12-14 Common Stock 5000 D Stock Option (Right to Buy) 7.00 2021-12-14 Common Stock 520 D Stock Option (Right to Buy) 7.00 2022-09-24 Common Stock 5000 D Series C Convertible Preferred Stock Common Stock 7067 I Thomas W. Phillips and Peggy V. Phillips Series D Convertible Preferred Stock Common Stock 7067 I Thomas W. Phillips and Peggy V. Phillips The Option shares shall vest as follows: 1/48th of the shares subject to such option shall vest each month after March 20, 2006, subject to Reporting Person's Continuous Service ( as defined in the Issuer's 2003 Equity Incentive Plan) as of each such date. The Option shares shall vest as follows: 1/48th of the shares subject to such option shall vest each month after April 29, 2009, subject to Reporting Person's Continuous Service ( as defined in the Issuer's 2003 Equity Incentive Plan) as of each such date. The Option shares shall vest as follows: one-fourth (1/4th) of the shares vest one year after September 1, 2011; the balance of the shares vest in a series of thirty-six (36) successive equal monthly installments measured from the first anniversary of September 1, 2011, subject to Reporting Person's Continuous Service (as defined in the Issuer's 2003 Equity Incentive Plan) as of each such date. The Option is fully vested as of September 1, 2011. The Option shares shall vest as follows: one-fourth (1/4th) of the shares vest one year after September 1, 2012; the balance of the shares vest in a series of thirty-six (36) successive equal monthly installments measured from the first anniversary of September 1, 2012, subject to Reporting Person's Continuous Service (as defined in the Issuer's 2003 Equity Incentive Plan) as of each such date. The Series C Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of 1 share of Common Stock for every 1 share of Series C Preferred Stock, for no additional consideration. The shares do not have an expiration date. The Series D Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of 1 share of Common Stock for every 1 share of Series D Preferred Stock, for no additional consideration. /s/ Sally A. Kay, as attorney-in-fact 2013-05-21