ACHN 2018 Proxy Statement

GRANTS OF PLAN-BASED AWARDS FOR 2017 The following table sets forth information regarding each grant of an award made to a named executive officer during 2017 under any plan, contract, authorization or arrangement pursuant to which cash, securities, similar instruments or other property may be received. Name Grant Date Estimated Future Payouts Under Non-Equity Incentive Plan Awards Target ($)(1) All Other Option Awards: Number of Securities Underlying Options (#)(2) Exercise or Base Price of Option Awards ($/Sh) Grant Date Fair Value of Option Awards (3)($) Milind Deshpande, Ph.D. . . . . . . . . . . . . . . . . . . . . . . . . 364,620 Director and Chief Executive Officer 01/17/2017 458,000 $4.11 1,335,258 Mary Kay Fenton . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 152,852 Executive Vice President, Chief Financial Officer and Treasurer 01/17/2017 165,000 $4.11 481,043 Martha Manning . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 118,965 Executive Vice President, General Counsel and Corporate Secretary 01/17/2017 135,000 $4.11 393,580 Joseph Truitt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 163,280 President and Chief Operating Officer 01/17/2017 185,000 $4.11 539,351 David Apelian, M.D., Ph.D (4). . . . . . . . . . . . . . . . . . . . — Former Executive Vice President and Chief Medical Officer 01/17/2017 185,000 $4.11 539,351 Joel Barrish, Ph.D. (5) . . . . . . . . . . . . . . . . . . . . . . . . . . — Former Executive Vice President and Chief Scientific Officer 01/17/2017 185,000 $4.11 539,351 (1) Reflects the potential non-equity incentive compensation plan awards that could have been earned under our 2017 annual performance review process at target level. In its discretion, the Compensation Committee may, however, award bonus payments to our executives above or below the target amounts, particularly in cases in which certain goals are not achieved or are exceeded. The amounts actually paid to the named executive officers for performance in 2017 are shown in the Non-Equity Incentive Plan Compensation column of the Summary Compensation Table. (2) These options vest as to 25% of the original number of shares on the first anniversary of the grant date and as to an additional 6.25% of the original number of shares at the end of each successive three-month period following the first anniversary of the grant date until the fourth anniversary of the grant date, subject to continued employment. In addition, upon a change in control, each of Dr. Deshpande, Ms. Fenton, Ms. Manning, and Mr. Truitt, are entitled to immediate vesting and exercisability of 50% of the original number of shares subject to unvested option grants. In the event we terminate such executive’s employment for reasons other than cause, death or disability, or if such executive terminates his employment for good reason, within twelve months following a change in control of the company, then each executive officer is entitled to immediate vesting and exercisability of all outstanding options, restricted stock and restricted stock units. (3) The amounts in this column reflect the aggregate grant date fair value of the option awards granted in accordance with ASC 718, Stock Compensation. There can be no assurance that the amounts recognized in accordance with ASC 718 will ever be realized. The assumptions we used to calculate these amounts are included in Note 11 to our audited financial statements for fiscal 2017, included in our annual report on Form 10-K for the fiscal year ended December 31, 2017 filed with the SEC on February 22, 2018. (4) Dr. Apelian ceased to be an employee on December 28, 2017. (5) Dr. Barrish ceased to be an employee on July 14, 2017. 48