Pain Therapeutics Inc. will eliminate the position of Chief Scientific Officer. As a result, after October 31, 2014 Grant Schoenhard, Ph.D. will no longer be an employee of the Company, effective October 31, 2014. In connection with this change, the Company and Dr. Schoenhard have entered into a Scientific Consulting Agreement whereby Dr. Schoenhard will continue to provide his expertise to the Company as an independent consultant for an initial term of one year.

The Company will direct only the result of his work as an independent consultant and not how his services are provided to the Company. Dr. Schoenhard anticipates he will continue to serve on the Company's Scientific Advisory Board and the Company's Patent Committee during the initial term of his consulting services.