Neurogen CorporationNeurogen Corp • August 24th, 2009 • Pharmaceutical preparations • New York
Reference is hereby made to the Agreement and Plan of Merger entered into among Neurogen Corporation, a Delaware corporation (the “Company”), Ligand Pharmaceuticals, Incorporated, a Delaware corporation (“Ligand”), and a Delaware limited liability company wholly owned by Ligand, dated as of August 23, 2009 (the “Merger Agreement”). The undersigned (“Optionee”), in his or her capacity as a director of the Company, has previously been granted options to purchase the number of shares of common stock, par value $0.025 per share, of the Company (the “Options”) set forth on Exhibit A attached hereto under the Neurogen Corporation 1993 Omnibus Incentive Plan, the Neurogen Corporation 1993 Non-Employee Director Stock Option Program, the Neurogen Corporation 2000 Non-Employee Directors Stock Option Program and the Company’s September 25, 2000 Special Committee Stock Option Grant (collectively, the “Director Stock Option Program”).
AGREEMENT AND PLAN OF MERGER by and among: Ligand Pharmaceuticals Incorporated, a Delaware corporation; Neon Signal, LLC, a Delaware limited liability company; and Neurogen Corporation, a Delaware corporation Dated as of August 23, 2009Rights Agreement • August 24th, 2009 • Neurogen Corp • Pharmaceutical preparations • Delaware
