INSMED Inc — Director's Dealing 2013

May 28, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INSMED INC (INSM)
CIK: 0001104506
Period of Report: 2013-05-23

Reporting Person: Pauls Matthew (Chief Commercial Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-23	Stock Option-Right to Buy	$12.44	A	25000	Acquired	2023-05-23	Common Stock (25000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option-Right to Buy	$7.45	2023-04-01	Common Stock (200000)	200000	Direct
Stock Option-Right to Buy	$7.45	2023-04-01	Common Stock (100000)	100000	Direct

Footnotes

F1: These options become exercisable with respect to 25% of the shares of common stock subject to this grant on April 1, 2014, the first anniversary of the date of grant, and with respect to an additional 12.5% of the shares of common stock subject to this grant on each six month anniversary of April 1, 2014 thereafter through April 1, 2017.

F2: These options shall become exercisable upon the achievement of certain performance criteria.