AERIE PHARMACEUTICALS, INC. INDUCEMENT AWARD PLAN FORM OF NONQUALIFIED STOCK OPTION AGREEMENT

Nonqualified Option. The Option is intended to be a nonqualified stock option. The Optionee should consult with the Optionee’s own tax advisors regarding the tax effects of the Option.

Administration. All questions of interpretation concerning the Option shall be determined by the Committee and shall be final and binding upon all persons having an interest in the Option.

On or after _____ ___, 20XX, the Option may be exercised to purchase up to 1/4^th of the Number of Option Shares.

On or after the     ^th day of each successive month thereafter, the Option may be exercised to purchase up to an additional 1/48^th of the Number of Option Shares.

The foregoing provisions shall be interpreted such that on or after _____ ___, 20XX, the Option will be vested in full and may be exercised to purchase up to 100% of the Number of Option Shares.

Non-Transferability of the Option. The Option may not be assigned or transferred in any manner except by will or by the laws of descent and distribution.

Termination of the Option. Subject to Section 8, the Option shall terminate upon on the first to occur of: (a) the Option Term Date; (b) the last date for exercising the Option following Termination as described in Section 12 of this Option Agreement.

Change in Control. Immediately prior to the effective date of a Change in Control (as defined in the Plan), the Option shall fully vest and be exercisable as to all the stock subject to such Option, including shares of stock which would not otherwise be vested or exercisable.

Corporate Transaction. The provisions of the Plan applicable to a Corporate Transaction (as defined in the Plan) shall apply to the Option.

Rights as a Stockholder or Service Provider. The Optionee shall have no rights as a stockholder with respect to any Shares covered by the Option until the date of the issuance of a certificate or certificates for the Shares for which the Option has been exercised. Nothing in the Option shall confer upon the Optionee any right to continue to employment with the Company or interfere in any way with any right of the Company to Terminate the Optionee.

Binding Effect. This Option Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, executors, administrators, successors and assigns.

Termination or Amendment. The Board may terminate or amend this Option Agreement at any time; provided, however, that no such termination or amendment may materially adversely affect the Option or any unexercised portion hereof, as determined in the discretion of the Board, without the consent of the Optionee.

Termination of Service. If the Optionee Terminates for any reason except death or Disability, the Option, to the extent vested and exercisable by the Optionee on the date on which the Optionee Terminates, may be exercised by the Optionee until the earlier of (i) three (3) months after the date on which the Optionee Terminates, or (ii) the Option Term Date. If the Optionee is Terminated due to the death or Disability, or the Optionee dies within the three (3) months following the Optionee’s Termination, the Option, to the extent vested and exercisable by the Optionee on the date of Termination, may be exercised by the Optionee (or the Optionee’s legal representative) until the earlier of (i) the expiration of twelve (12) months from the date the Optionee’s Termination or (ii) the Option Term Date. This paragraph shall be interpreted such that the Option shall not become vested as to any additional number of Shares underlying the Option after the date on which the Optionee Terminates for any reason, notwithstanding any

Integrated Agreement. This Option Agreement, together with the Plan, constitute the entire understanding and agreement of the Optionee and the Company with respect to the subject matter contained herein, and there are no other agreements, understandings, restrictions, representations, or warranties among the Optionee and the Company with respect to the subject matter contained herein other than those as set forth or provided for herein and therein. To the extent contemplated herein, the provisions of this Option Agreement shall survive any exercise of the Option and shall remain in full force and effect. The terms and conditions included in the Plan are incorporated by reference herein, and to the extent that any conflict may exist between any term or provision of this Option Agreement and any term or provision of the Plan, the term or provision of the Plan shall control.

Applicable Law. This Option Agreement shall be governed by the laws of the State of Delaware.

Effect of Certain Transactions. Notwithstanding anything to the contrary in this Option Agreement, in the event that the Optionee has entered into a confidentiality, nondisclosure, invention and/or non-competition agreement with the Company and the Optionee is determined, in the reasonable judgment of the Board, to have materially breached such agreement, the Optionee shall forfeit any Shares acquired pursuant to the Option and 100% of the Option granted pursuant to this Option Agreement, whether or not vested.

The Shares are being purchased for the Optionee’s own account and not for the account of any other person, with the intent of holding the Shares for investment and not with the intent of participating, directly or indirectly, in a distribution or resale of the Shares or any portion thereof.

The Optionee is not acquiring the Shares based upon any representation, oral or written, by any person with respect to the future value of, or income from, the Shares, but rather upon independent examination and judgment as to the prospects of the Company.

The Optionee has had complete access to and the opportunity to review all material documents related to the business of the Company, has examined all such documents as the Optionee desired, is familiar with the business and affairs of the Company and realizes that any purchase of the Shares is a speculative investment and that any possible profit therefrom is uncertain.

The Optionee has had the opportunity to ask questions of and receive answers from the Company and its executive officers and to obtain all information necessary for the Optionee to make an informed decision with respect to the investment in the Company represented by the Shares.

The Optionee is able to bear the economic risk of any investment in the Shares, including the risk of a complete loss of the investment, and the Optionee acknowledges that he or she may need to continue to bear the economic risk of the investment in the Shares for an indefinite period.

The Company is under no obligation to register the Shares or to comply with any exemption available for sale of the Shares by the Optionee without registration, and the Company is under no obligation to act in any manner so as to make Rule 144 promulgated under the 1933 Act available with respect to any sale of the Shares by the Optionee.

The Optionee has not relied upon the Company or an employee or agent of the Company with respect to any tax consequences related to exercise of this Option or the disposition of the Shares. The Optionee assumes full responsibility for all such tax consequences and the filing of all tax returns and elections the Optionee may be required to or find desirable to file in connection therewith.