X0306 4 2018-08-13 0 0001347178 Vanda Pharmaceuticals Inc. VNDA 0001748392 Williams Timothy C/O VANDA PHARMACEUTICALS INC. 2200 PENNSYLVANIA AVENUE, SUITE 300E WASHINGTON DC 20037 0 1 0 0 SVP & General Counsel Common Stock 2018-08-13 4 A 0 30000 A 30000 D Employee Stock Option (Right to Buy) 21.45 2018-08-13 4 A 0 90000 0.00 A 2028-08-12 Common Stock 90000 90000 D Represents shares of common stock underlying a time-based restricted stock unit award ("RSU"). The RSU vests in four (4) equal annual installments beginning August 13, 2019, provided the Reporting Person remains continuously employed by the Issuer through each annual vesting date. Vested shares will be delivered on the First Permissible Trading Day (as defined in the RSU Agreement) that occurs on or after the day when the RSUs vest. The option vests and becomes exercisable with respect to 1/4 of the shares subject to the option on August 13, 2019 (the "Initial Vesting Date"), provided the Reporting Person remains continuously employed by the issuer through the Initial Vesting Date, and with respect to the remaining 3/4 of the shares in 36 equal monthly installments beginning September 13, 2019, provided the Reporting Person remains continuously employed by the issuer through each monthly vesting date. /s/ Timothy Williams 2018-08-13