X0304 4 2011-11-23 0 0001178711 Transcept Pharmaceuticals Inc TSPT 0001408920 Kennedy Joseph T C/O TRANSCEPT PHARMACEUTICALS, INC. 1003 W. CUTTING BLVD POINT RICHMOND CA 94804 0 1 0 0 VP and General Counsel Common Stock 2011-11-23 4 M 0 34600 2.68 A 34600 D Common Stock 2011-11-23 4 S 0 34600 7.865 D 0 D Employee Stock Option (right to buy) 2.68 2011-11-23 4 M 0 34600 0 D 2021-08-24 Common Stock 34600 42900 D The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on October 12, 2011. The sales price reported in Column 4 of Table 1 represents the weighted average sales price of the shares sold ranging from $8.05 to $7.72 per share. Upon request of the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price. Fifty percent of the option vests upon approval by the Federal Food and Drug Administration of Intermezzo (TM) and the remaining fifty percent vests on the first anniversary of any such approval; provided in each case, such approval occurs no later than August 24, 2013. Approval by the Federal Food and Drug Administration of Intermezzo (TM) occurred on November 23, 2011. /s/ Marilyn Wortzman, by power of attorney 2011-11-28