Zogenix, Inc. (the "Company") held its annual meeting of stockholders on June 6, 2012. The following is a brief description of each matter voted upon at the meeting and the number of votes cast for, withheld or against, the number of abstentions and the number of broker non-votes with respect to each matter, as applicable.

1. To elect the following three directors for a three-year term to expire at the 2015 annual meeting of stockholders:

       Director Name                      For       Withheld   Broker Non-Votes
       James C. Blair, Ph.D.           37,343,195   887,010       19,964,808
       Stephen J. Farr, Ph.D.          37,805,812   424,393       19,964,808
       Arda M. Minocherhomjee, Ph.D.   37,361,152   869,053       19,964,808

In accordance with the above results, each nominee was elected to serve as a director.

2. To ratify the selection of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2012:

For Against Abstain Broker Non-Votes 58,037,915 108,702 48,396 0

In accordance with the above results, the selection of Ernst & Young LLP was approved.

3. To approve an amendment and restatement of the Company's 2010 Equity Incentive Award Plan:

For Against Abstain Broker Non-Votes 27,684,031 9,992,548 553,626 19,964,808

In accordance with the above results, the Company's stockholders voted in favor of approving an amendment and restatement of the Company's 2010 Equity Incentive Award Plan.

4. To approve an amendment to the Company's Amended and Restated Certificate of Incorporation to increase the authorized number of shares of common stock from 100,000,000 to 200,000,000:

For Against Abstain Broker Non-Votes 54,095,095 3,268,656 86,885 744,377

In accordance with the above results, the Company's stockholders voted in favor of approving an amendment to the Company's Amended and Restated Certificate of Incorporation.