Additional Annual Retainers. In addition, each Non-Employee Director shall receive the following additional annual retainers, as applicable:

Annual Retainers. Each Non-Employee Director shall receive an annual retainer of $75,000 for service on the Board. Each Non-Employee Director shall also receive $5,000 annually in addition to the annual retainer for serving as a Board Chair for one of the three (3) established Board Committees: Audit Committee, Compensation Committee and Nominating and Corporate Governance Committee.

Annual Retainer: You will be eligible for an annual cash retainer in the amount of $45,000. You will also be eligible for an additional annual cash retainer in the amount of $5,000 for service as the chairperson of any Board committee. The retainers will be paid quarterly in arrears and will be prorated for any partial quarter of service.

Our non-employee, non-independent directors did not receive annual retainers for board and committee service during the fiscal years ended December 31, 2022, and 2021. Employee directors receive no additional compensation for their service as a director.

Annual retainers to committee chairs are payable quarterly in arrears.

Additional Retainers for Committee Membership:

Annual Cash Retainers for Chairperson, Lead Independent Director and Committee Service

For service as a director: an annual cash retainer of $40,000 (in addition to any annual cash retainers otherwise paid).

Outside Directors will receive an annual retainer of $50,000 for their services as members of the Board, which will include their general availability and participation in meetings and conference calls. There are no per-meeting attendance fees for attending Board meetings or meetings of any committee of the Board. In addition, an Outside Director shall receive the following additional annual retainers, as applicable:

For service as member of the science, technology and clinical affairs committee other than as its Chair: an annual cash retainer of $5,000 (in addition to any annual cash retainers otherwise paid).