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

Adoption of Santarus, Inc. 2013 Bonus Plan for Fiscal Year 2013

At a meeting held on February 19-20, 2013, the independent members of the Board of Directors of Santarus, Inc. (the "Company"), based on a recommendation by the Compensation Committee, approved the Santarus, Inc. 2013 Bonus Plan (the "2013 Bonus Plan"). The terms of the 2013 Bonus Plan establish for each level of Company employee, including the Company's executive officers but excluding the Company's field commercial employees, a target cash bonus amount, expressed as a percentage of base salary. Bonus payments will be based on an evaluation by the Compensation Committee, as well as the independent members of the Board of Directors, of the Company's achievement of corporate performance goals for 2013. The corporate performance goals for 2013 were also approved by the independent members of the Board of Directors at the meeting held on February 19-20, 2013, and include the achievement of performance targets with respect to the Company's financial results, corporate activities and clinical development and regulatory matters.

The foregoing description is a summary only, is not necessarily complete, and is qualified by the full text of the underlying plan, which is filed as an exhibit to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

10.1 Santarus, Inc. 2013 Bonus Plan

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