Momenta Pharmaceuticals, Inc. (MNTA)

[RC2]

New incentive stock awards, based on approval of mCopaxone

On March 28, 2011, the Compensation Committee of the Board of Directors of Momenta Pharmaceuticals, Inc., a Delaware corporation (the “Company”), approved the following awards of restricted shares of the Company’s common stock, $0.0001 par value per share (the “Common Stock”), for the executive officers of the Company listed below:

Name Shares of Restricted Stock

Craig A. Wheeler 147,500

Richard P. Shea 45,000

James Roach 45,000

John E. Bishop 45,000


The shares of restricted Common Stock set forth above were awarded under the Company’s 2004 Stock Incentive Plan, as amended. Fifty percent (50%) of the shares of restricted Common Stock subject to such awards shall vest on the date that the Company (or any of the Company’s partners or collaborators) receives marketing approval from the Food and Drug Administration for M356 , a generic version of Copaxone® (glatiramer acetate injection), in the United States provided that approval occurs on or before March 28, 2015; and the remaining fifty percent (50%) of the shares shall vest on the first anniversary of such initial vest date. The restricted Common Stock will only vest if the recipient is an employee of the Company as of the applicable vesting date.