On May 26, 2011, Enzon Pharmaceuticals, Inc. (the “Company”) entered into an offer letter of employment (the “Letter Agreement”) with Ana I. Stancic. Under the terms of the Letter Agreement, Ms. Stancic, age 53, will join the Company in the position of Senior Vice President, Finance and Chief Financial Officer, starting on June 8, 2011.

          Ms. Stancic has more than 20 years of extensive and diversified finance, accounting and operational experience in the health care industry. Since June 2010, Ms. Stancic has served as senior vice president and chief financial officer of M2Gen, a wholly owned for-profit subsidiary of Moffitt Cancer Center. From 2008 to 2009, she served as chief financial officer of Aureon Biosciences, Inc. (previously Aureon Laboratories, Inc.), a private oncology diagnostic company. From 2007 to 2008, she was executive vice president and chief financial officer at Omrix Biopharmaceuticals, Inc., which was acquired by Johnson & Johnson. From 2004 to 2007, Ms. Stancic was at ImClone Systems, Inc., which was acquired by Eli Lilly, Inc. At ImClone, she served in various financial roles, including senior vice president, finance. Prior to joining ImClone, she was vice president and controller at Savient Pharmaceuticals, Inc. She currently serves as a member of the Board of Directors of Champions Biotechnology, Inc., K-V Pharmaceutical Company and Genta Incorporated. Ms. Stancic began her career at PricewaterhouseCoopers in the Assurance practice where she had responsibility for international and national companies in the pharmaceutical and services industries. Ms. Stancic is a Certified Public Accountant and holds an M.B.A. from Columbia University Graduate School of Business.

          Under the terms of the Letter Agreement, Ms. Stancic will receive an annual base salary of $330,000 and will be eligible for participation in the Company’s annual cash incentive program with a target incentive of 50% of her base salary and a maximum incentive of 150% of her base salary. Ms. Stancic’s first year incentive will be prorated from June 8, 2011. The Letter Agreement also provides that Ms. Stancic and her dependents will be eligible for medical, dental and prescription drug insurance coverage, as well as life insurance, accidental death and dismemberment and short and long term disability insurance. Ms. Stancic will also be eligible for enrollment in the Company’s Savings and Investment Plan, the Company’s Executive Deferred Compensation Program and the Company’s Employee Stock Purchase Plan. Ms. Stancic’s employment will be subject to the Company’s at-will employment policy, such that either Ms. Stancic or the Company may terminate the employment relationship at any time, with or without cause.

          Effective on her first date of employment, Ms. Stancic will be granted options (“Options”) to purchase 30,000 shares of the common stock, par value $0.01 per share (“Common Stock”), of the Company under the terms of the Company’s 2011 Stock Option and Incentive Plan. These Options will be granted with an exercise price equal to the fair market value of the Common Stock on the date of grant. These Options will have a 10 year grant life and will vest and become exercisable at a rate of one-fourth (1/4) of these Options per year commencing on the first anniversary of Ms. Stancic’s date of hire, conditioned upon Ms. Stancic’s continued employment with the Company as of the date of vesting. Also effective on her first date of employment, Ms. Stancic will be awarded 25,000 restricted stock units (“RSU’s”) under the Company’s 2011 Stock Option and Incentive Plan. These RSU’s will vest and convert to shares of Common Stock on the third anniversary of Ms. Stancic’s first date of employment, conditioned upon Ms. Stancic’s continued employment with the Company as of the date of vesting. However, 50% of these RSU’s will be subject to accelerated vesting based upon the achievement of performance milestones to be specified by the Board of Directors of the Company.

          On May 27, 2011, the Company and Ms. Stancic also entered into a General Severance Agreement (the “Severance Agreement”), which will be effective during the term of her employment with the Company and, if applicable, for a period of twelve months following any “Change in Control” of the Company (as defined in the Severance Agreement). The Severance Agreement provides that the compensation payable to Ms. Stancic during her term of employment with the Company shall be established by the Principal Executive Officer following an annual performance review, but in no event shall the annual rate of base salary or the target bonus set forth in the Letter Agreement for any successive year of her term of employment be less than the highest annual rate of base salary or target bonus, as applicable, in effect during the previous year of her term of employment. The Severance Agreement also provides that, in the event the Company terminates Ms. Stancic’s employment without “Cause” (as defined in the