Summary of DARA BIOSCIENCES, INC.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 15, 2012, the stockholders of DARA BioSciences, Inc. (the "Company") approved an amendment to the DARA BioSciences, Inc. 2008 Employee, Director and Consultant Stock Plan increasing the aggregate number of shares of common stock available for issuance thereunder by 586,879 shares (the "Stock Plan Amendment"). A description of the Stock Plan Amendment is set forth in the Company's Proxy Statement for the 2012 Annual Meeting of Stockholders of the Company as filed with the Securities and Exchange Commission on April 5, 2012 (the "2012 Proxy Statement"), which such description is incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 15, 2012, the Company held its 2012 Annual Meeting of Stockholders. The certified results of the matters voted upon at the meeting, which are more fully described in the Company's proxy statement for the annual meeting are as follows:

The Company's stockholders elected the six nominees for election to the Company's Board of Directors, with the votes cast as follows:

Director Name               For    Withheld
David J. Drutz, M.D.     1,800,125  164,054
Christopher G. Clement   1,737,559  226,620
Haywood D. Cochrane, Jr. 1,913,402   50,777
Steve Gorlin             1,873,547   90,632
Gail F. Lieberman        1,847,569  116,610
John C. Thomas, Jr.      1,875,938   88,241

The Company's stockholders approved the issuance of up to 1,114,560 shares of DARA BioSciences, Inc. common stock to the former stockholders of Oncogenerix, Inc. pursuant to the Merger Agreement between DARA BioSciences, Inc. and Oncogenerix, Inc. dated January 17, 2012, with votes cast as follows:

For Against Abstain Broker Non-Votes 1,732,307 231,727 145 3,035,199

The Company's stockholders approved the Stock Plan Amendment, with votes cast as follows:

For Against Abstain Broker Non-Votes 1,833,844 130,057 278 3,035,199

The Company's stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2012, with votes cast as follows:

For Against Abstain Broker Non-Votes 4,985,560 13,327 491 3,035,199