MANNKIND CORP — Director's Dealing 2014

Jul 18, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MANNKIND CORP (MNKD)
CIK: 0000899460
Period of Report: 2013-10-14

Reporting Person: Palumbo Diane (Vice President, Human Resource)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-06-27	Common Stock, $.01 Par Value	A	247000	$0.00	Acquired	388592	Direct
2014-06-27	Common Stock, $.01 Par Value	F	128887	$10.00	Disposed	259705	Direct
2014-07-15	Common Stock, $.01 Par Value	S	17901	$10.0124	Disposed	241804	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-10-14	Employee Stock Option (right to buy)	$1.69	A	60000	Acquired	2022-05-17	Common Stock, $.01 Par Value (60000)	Direct
2013-11-21	Employee Stock Option (right to buy)	$6.85	A	90000	Acquired	2023-05-23	Common Stock, $.01 Par Value (90000)	Direct
2014-06-27	Employee Stock Option (right to buy)	$1.69	A	80000	Acquired	2022-05-17	Common Stock, $.01 Par Value (80000)	Direct
2014-06-27	Employee Stock Option (right to buy)	$6.85	A	180000	Acquired	2023-05-23	Common Stock, $.01 Par Value (180000)	Direct

Footnotes

F1: The reporting person was granted multiple restricted stock units that vest upon the achievement of certain defined performance milestones. On June 27, 2014, one of the defined performance milestones was met, resulting in the partial vesting of the restricted stock units.

F2: Shares withheld to satisfy the tax liability incident to the vesting of previously reported restricted stock units.

F3: Transaction occurred pursuant to Rule 10B5-1 Plan.

F4: The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $9.96 to $10.07, 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 range set forth above.

F5: On May 17, 2012, the reporting person was granted an option that vests upon the achievement of certain defined performance milestones. On October 14, 2013, one of the defined performance milestones was met, resulting in the partial vesting of the option.

F6: On May 23, 2013, the reporting person was granted an option that vests upon the achievement of certain defined performance milestones. On November 21, 2013, one of the defined performance milestones was met, resulting in the partial vesting of the option.

F7: On May 17, 2012, the reporting person was granted an option that vests upon the achievement of certain defined performance milestones. On June 27, 2014, one of the defined performance milestones was met, resulting in the partial vesting of the option.

F8: On May 23, 2013, the reporting person was granted an option that vests upon the achievement of certain defined performance milestones. On June 27, 2014, one of the defined performance milestones was met, resulting in the partial vesting of the option.