Harmony Biosciences Holdings, Inc. 2020 Incentive Award Plan, as amended by the First Amendment to the Plan, dated March 24, 2022

Exhibit 10.3

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AMENDMENT TO THE

HARMONY BIOSCIENCES HOLDINGS, INC.

2020 INCENTIVE AWARD PLAN

THIS AMENDMENT (the “Amendment”) to the Harmony Biosciences Holdings, Inc. 2020 Incentive Award Plan (the “Plan”), is made and adopted by the Board of Directors (the “Board”) of Harmony Biosciences Holdings, Inc. (the “Company”), effective as of March 24, 2022 (the “Effective Date”). All capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Plan (as defined below).

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RECITALS

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WHEREAS, the Company maintains the Plan, as may be amended from time to time;

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WHEREAS, pursuant to Section 10.4 of the Plan, the Board may amend the Plan at any time; and

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WHEREAS, the Board believes it is in the best interests of the Company and its stockholders to, among other things, amend the Plan as set forth herein.

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NOW THEREFORE, BE IT RESOLVED:  that the Plan is hereby amended as follows, effective as of the Effective Date:

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AMENDMENT

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“Notwithstanding any provision to the contrary in the Plan, the Administrator may establish compensation for non-employee Directors from time to time, subject to the limitations in the Plan. The sum of any cash compensation, or other compensation, and the value (determined as of the grant date in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718, or any successor thereto) of Awards granted to a non-employee Director as compensation for services as a non-employee Director during any fiscal year of the Company may not exceed $750,000 increased to $1,000,000 in the fiscal year of a non-employee Director’s initial service as a non-employee Director (the “Director Limit”). The Administrator may make exceptions to this limit for individual non-employee Directors in extraordinary circumstances, as the Administrator may determine in its discretion.”

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