TALPHERA, INC. — Director's Dealing 2014

Mar 11, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ACELRX PHARMACEUTICALS INC (ACRX)
CIK: 0001427925
Period of Report: 2014-03-07

Reporting Person: EDWARDS MARK G (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-03-07	Common Stock	A	11666	$3.25	Acquired	71666	Direct
2014-03-07	Common Stock	A	9375	$3.11	Acquired	81041	Direct
2014-03-07	Common Stock	D	21041	$12.1494	Disposed	60000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-09-26	Stock Option (Right to Buy)	$3.25	D	11666	Disposed	2021-09-25	Common Stock (11666)	Direct
2012-07-24	Stock Option (Right to Buy)	$3.11	D	9375	Disposed	2022-07-23	Common Stock (9375)	Direct

Footnotes

F1: This is a weighted average price. Shares were sold between the range of $11.87-$12.95.

F2: Issued pursuant to the 2011 Equity Incentive Plan.

F3: The shares subject to the option vest as follows: 1/36th of the shares subject to the option vest per month on an equal monthly basis over a three-year period beginning 10/26/2011. Full acceleration upon Change of Control.

F4: The shares subject to the option vest as follows: 1/24th of the shares subject to the option vest per month on an equal monthly basis over a two-year period beginning 8/24/2012. Full acceleration upon Change of Control.