X0206 3 2013-05-21 0 0001269021 PORTOLA PHARMACEUTICALS INC PTLA 0001341382 Topper James N C/O FRAZIER HEALTHCARE 70 WILLOW ROAD, SUITE 200 MENLO PARK CA 94025 1 0 0 0 Series A Convertible Preferred Stock Common Stock 3063 I Frazier Affiliates IV, LP Series A Convertible Preferred Stock Common Stock 603553 I Frazier Healthcare IV, LP Series B Convertible Preferred Stock Common Stock 1134 I Frazier Affiliates IV, LP Series B Convertible Preferred Stock Common Stock 223383 I Frazier Healthcare IV, LP Series C Convertible Preferred Stock Common Stock 2625 I Frazier Affiliates IV, LP Series C Convertible Preferred Stock Common Stock 517243 I Frazier Healthcare IV, LP Series D Convertible Preferred Stock Common Stock 430 I Frazier Affiliates IV, LP Series D Convertible Preferred Stock Common Stock 84775 I Frazier Healthcare IV, LP The Series A 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 A Preferred Stock, for no additional consideration. The shares do not have an expiration date. Dr. Topper is a venture capitalist with Frazier Healthcare, a private equity firm. Frazier Healthcare IV, LP and Frazier Affiliates IV, LP. are collectively referred to as the Entities affiliated with Frazier Healthcare. Dr. Topper does not hold voting or dispositive power over the shares held by the Entities affiliated with Frazier Healthcare and disclaims beneficial ownership thereof except to the extent of his pecuniary interests therein. The Series B 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 B Preferred Stock, for no additional consideration. 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 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