X0306 4 2014-11-24 0 0001446847 IRONWOOD PHARMACEUTICALS INC IRWD 0001478521 Higgins Michael J C/O IRONWOOD PHARMACEUTICALS, INC. 301 BINNEY STREET CAMBRIDGE MA 02142 0 1 0 0 Chief Operating Officer Class B Common Stock 2014-11-24 4 M 0 70898 1.56 A 370898 D Class B Common Stock 2014-11-24 4 S 0 70898 13.75 D 300000 D Employee Stock Option (Right to Buy) 1.56 2014-11-24 4 M 0 70898 0.00 D 2016-03-14 Class B Common Stock 70898 129102 D In order to effect the sale, these shares of Class B Common Stock were converted into shares of Class A Common Stock in accordance with the issuer's certificate of incorporation. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.64 to $13.97, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. The option vests upon the earlier of (i) the issuer's achievement of certain regulatory and commercial milestones and (ii) January 1, 2016. Upon achievement of a regulatory milestone on October 24, 2011 and a commercial milestone on December 21, 2012, the option vested as to 100,000 and 50,000 shares, respectively. /s/ Halley E. Gilbert Attorney-in-Fact 2014-11-26