On December 18, 2012, the Compensation Committee of the Board of Directors of Apricus Biosciences, Inc. (the "Company") approved (i) annual increases in the base salaries for those officers identified below, (ii) the payment of annual cash bonus awards for fiscal 2012 for the same officers and (iii) option grants for the same officers, each with a four year vesting period and an exercise price set at the closing price of the Company's common stock on the date of grant. Salary increases will be effective as of January 1, 2013

Name                               Title                    New Salary  Bonus Payment  Option Grant
Steven Martin(1)   Interim Chief Executive Officer and
                   Chief Financial Officer                   $305,000       $48,787       75,000
Randy Berholtz     Executive Vice President, General
                   Counsel and Secretary                     $268,060       $37,116       55,000
Edward Cox         Vice President, Corporate Development
                   and Investor Relations                    $183,000       $25,920       27,500

(1) In addition to the compensation shown in this table, the Compensation Committee also approved special monthly compensation for Mr. Martin's service as Interim CEO of $10,000 per month and a monthly grant of options to purchase 2,500 shares, which options will be fully vested on the date of grant.

On December 18, 2012, the Board of Directors of the Company approved the Fourth Amended and Restated Bylaws of the Company. The Bylaws reflect updates made to comply with changes to the Nevada Corporation Law and to otherwise modernize the Bylaws, including, without limitation, the following:

(i) update the provisions for stockholder meetings, including regarding notice, organization of meetings, voting and actions by written consent;

(ii) update the provisions regarding shareholder proposals and nominations;

(iii) update the provisions regarding director vacancies and director votes at meetings;

(iv) update the provisions regarding officers of the company; and

(v) update the provisions regarding officer and director indemnification.

The description of the Bylaws set forth herein is qualified in its entirety by reference to the full text of such Bylaws, a copy of which will be filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2012.

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