MNKD 2018 Proxy Statement

C ODE OF B USINESS C ONDUCT AND E THICS We have adopted a Code of Business Conduct and Ethics Policy that applies to our directors and employees (including our principal executive officer, principal financial officer, principal accounting officer and controller), and have posted the text of the policy on our website ( www.mannkindcorp.com ) in connection with “Investors” materials. In addition, we intend to promptly disclose on our website (i) the nature of any amendment to the policy that applies to our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions and (ii) the nature of any waiver, including an implicit waiver, from a provision of the policy that is granted to one of these specified individuals, the name of such person who is granted the waiver and the date of the waiver. C OMPENSATION C OMMITTEE I NTERLOCKS AND I NSIDER P ARTICIPATION During the fiscal year ended December 31, 2017, Mr. Kresa and Drs. Friedman and Shannon served on our Compensation Committee. None of Mr. Kresa or Drs. Friedman or Shannon has ever been one of our officers or employees. During 2017, none of our executive officers served as a member of the Board of Directors or Compensation Committee of any other entity that had one or more executive officers who served on our Board of Directors or Compensation Committee. On October 10, 2017 we entered into a securities purchase agreement with the Kresa Family Foundation, of which Kent Kresa is the President. Pursuant to the terms of the securities purchase agreement, we sold the Kresa Family Foundation an aggregate of 166,600 shares of our common stock in a registered direct offering at a purchase price of $6.00 per share, resulting in net proceeds to us of $999,600. The offering of shares of common stock was made pursuant to our effective registration statement on Form S-3 (File No. 333-210792), previously filed with and declared effective by the Securities and Exchange Commission, and a prospectus supplement thereunder. 15