X0203 3 2010-02-02 0 0001446847 IRONWOOD PHARMACEUTICALS INC IRWD 0001478521 Higgins Michael J C/O IRONWOOD PHARMACEUTICALS, INC. 320 BENT STREET CAMBRIDGE MA 02141 0 1 0 0 Chief Operating Officer Class B Common Stock 150000 D Employee Stock Option (Right to Buy) 0.60 2013-07-15 Class B Common Stock 225000 D Employee Stock Option (Right to Buy) 0.60 2013-07-15 Class B Common Stock 150000 D Employee Stock Option (Right to Buy) 0.60 2015-03-01 Class B Common Stock 50000 D Employee Stock Option (Right to Buy) 1.56 2016-03-14 Class B Common Stock 200000 D Employee Stock Option (Right to Buy) 1.56 2016-03-13 Class B Common Stock 35000 D Employee Stock Option (Right to Buy) 2.94 2017-01-22 Class B Common Stock 50000 D Employee Stock Option (Right to Buy) 3.76 2018-01-31 Class B Common Stock 90000 D Employee Stock Option (Right to Buy) 4.89 2019-02-11 Class B Common Stock 95000 D Employee Stock Option (Right to Buy) 5.48 2019-07-28 Class B Common Stock 40000 D The option vested as to 25% of the shares of Class B Common Stock on the first anniversary of May 5, 2003 and 1/48th of the shares of Class B Common Stock vested each month thereafter for the next 36 months. The option was fully vested as of May 5, 2007. On July 15, 2003, the Reporting Person was granted an option to purchase 150,000 shares of Class B Common Stock. The option vested in installments upon the Issuer's achievement of certain market capitalization, financing and clinical milestones. The milestones were met, so the option was fully vested as of December 31, 2006. The option vested as to 1.25% of the shares of Class B Common Stock on each monthly anniversary of January 1, 2005 for the first 36 months, and as to 4.5833% of the shares of Class B Common Stock on each monthly anniversary thereafter. The option was fully vested as of January 1, 2009. On March 14, 2006, the Reporting Person was granted an option to purchase 200,000 shares of Class B Common Stock. The option vests upon the earlier of (i) the Issuer's achievement of certain regulatory and commercial milestones and (ii) January 1, 2016. The option has not vested as to any shares as of the date hereof. The option vested as to 1.25% of the shares of Class B Common Stock on each monthly anniversary of January 1, 2006 for the first 36 months, and as to 4.5833% of the shares of Class B Common Stock on each monthly anniversary thereafter. The option was fully vested as of January 1, 2010. The option vests as to 1.25% of the shares of Class B Common Stock on each monthly anniversary of January 1, 2007 for the first 36 months, and vests as to 4.5833% of the shares of Class B Common Stock on each monthly anniversary thereafter. The option vests as to 1.25% of the shares of Class B Common Stock on each monthly anniversary of January 1, 2008 for the first 36 months, and vests as to 4.5833% of the shares of Class B Common Stock on each monthly anniversary thereafter. The option vests as to 1.25% of the shares of Class B Common Stock on each monthly anniversary of January 1, 2009 for the first 36 months, and vests as to 4.5833% of the shares of Class B Common Stock on each monthly anniversary thereafter. On July 29, 2009, the Reporting Person was granted an option to purchase 40,000 shares of Class B Common Stock. The option vests in two equal installments upon the Issuer's achievement of certain regulatory and commercial milestones. The option has not vested as to any shares as of the date hereof. The option is subject to an early exercise provision and is immediately exercisable. Exhibit 24 - Power of Attorney /s/Halley Gilbert, Attorney-in-Fact 2010-02-02