NEKTAR THERAPEUTICS — Director's Dealing 2014

Feb 7, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NEKTAR THERAPEUTICS (NKTR)
CIK: 0000906709
Period of Report: 2014-02-05

Reporting Person: ROBIN HOWARD W (Director, President & CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-05	Stock Option	$12.43	A	225000	Acquired	2022-02-04	Common Stock (225000)	Direct
2014-02-05	Stock Option	$12.43	A	225000	Acquired	2022-02-04	Common Stock (225000)	Direct

Footnotes

F1: This stock option is subject to both time-based vesting and performance-based vesting conditions, both of which must
be met before the shares subject to the option become vested and exerciseable. The time-based vesting is on a monthly
pro-rata basis over a period of four (4) years from the grant date (February 5, 2014). The performance-based vesting
condition will be met only if Nektar (or a licensee) files, within five years following the grant date, a new drug registration with the FDA or the European Medicines
Agency for a significant drug candidate program (avg. royalty >7.5%) including, without limitation, the following: (1)
etirinotecan pegol; (2) NKTR-061/Amikacin Inhale; (3) BAX-855 (a longer-acting (PEGylated) form of a full-length
recombinant factor VIII (rFVIII) protein; or (4) dry powder inhaled ciprofloxacin.

F2: This option was granted on February 5, 2014 and vests in monthly installments over the four-year period following the
grant date.