X0306 4 2020-03-02 0 0001419600 Flexion Therapeutics Inc FLXN 0001597407 Clayman Michael D. C/O FLEXION THERAPEUTICS, INC. 10 MALL ROAD, SUITE 301 BURLINGTON MA 01803 1 1 0 0 President and CEO Stock option (right to buy) 15.78 2020-03-02 4 A 0 185000 0.00 A 2030-03-01 Common Stock 185000 185000 D Restricted Stock Unit Award 0.00 2020-03-02 4 A 0 175000 0.00 A 2024-01-01 Common Stock 175000 175000 D Twenty-five percent (25%) of the shares shall vest on the one year anniversary of January 1, 2020 (the "Vesting Commencement Date") and thereafter one-forty-eighth (1/48th) of the total shares shall vest each month following the one year anniversary of the Vesting Commencement Date, so that all of the shares shall be vested four (4) years after the Vesting Commencement Date. Upon confirmation by the Board of Directors or the Compensation Committee of the Board that a specified amount of 2020 revenues from ZILRETTA product sales is achieved, 25% of shares subject to the restricted stock unit award shall vest in 2021 upon such confirmation and thereafter on January 1 of the subsequent three years so that all of such shares will have vested on January 1, 2024. /s/ Mark S. Levine, Attorney-in-Fact 2020-03-03