Stock Subject to the Plan. Subject to adjustment upon changes in capitalization of the Company as provided in [Section 14], the maximum aggregate number of Shares that may be subject to Awards and sold under the Plan will be equal to # 1,000,000 Shares, plus # any Shares subject to awards granted under the Tocagen, Inc. 2009 Equity Incentive Plan, the Tocagen, Inc. 2017 Equity Incentive Plan, and the Forte Biosciences Inc. 2018 Equity Incentive Plan that, after the date of stockholder approval of the Plan, expire or otherwise terminate without having been exercised or issued in full, are tendered to or withheld by the Company for payment of an exercise price or for tax withholding obligations, or are forfeited to or repurchased by the Company due to failure to vest, with the maximum number of Shares to be added to the Plan pursuant to [clause (b)] equal to 1,102,341. In addition, Shares may become available for issuance under [Section 3.2]. The Shares may be authorized but unissued, or reacquired Common Stock.