202 Cousteau Place ● Suite 105 ● Davis, CA 95618 ● Tel: ​● Fax: ​ ● Web: www.arcadiabio.com to termination for Good Reason), less all required tax withholdings and other applicable deductions, which will be paid in accordance with the Company’s regular payroll procedures.

202 Cousteau Place ● Suite 105 ● Davis, CA 95618 ● Tel: ​● Fax: ​ ● Web: www.arcadiabio.com shall include all amounts that would have been paid to Executive if payment had commenced on the date of Executive’s termination for Good Reason), less all required tax withholdings and other applicable deductions, which will be paid in accordance with the Company’s regular payroll procedures.of employment.

202 Cousteau Place ● Suite 105 ● Davis, CA 95618 ● Tel: ​● Fax: ​ ● Web: www.arcadiabio.com may incur federal and state income taxes as a result of your receipt or the vesting of any equity compensation awards and it shall be your responsibility to termination for Good Reason), less all required tax withholdings and otherpay any such applicable deductions, which will be paid in accordance with the Company’s regular payroll procedures.taxes.

202 Cousteau Place ● Suite 105 ● Davis, CA 95618 ● Tel: ​● Fax: ​ ● Web: www.arcadiabio.com benefit that is not a Full Credit Payment. In no event shall the Executive have any discretion with respect to termination for Good Reason), less all required tax withholdings and other applicable deductions, which will be paid in accordance with the Company’s regular payroll procedures.ordering of payment reductions.

202 Cousteau Place ● Suite 105 ● Davis, CA 95618 ● Tel: ​● Fax: ​ ● Web: www.arcadiabio.com to termination for Good Reason), less all required tax withholdings and other applicable deductions, which will be paid in accordance with(c) Code. “Code” means the Company’s regular payroll procedures.Internal Revenue Code of 1986, as amended.

202 Cousteau Place ● Suite 105 ● Davis, CA 95618 ● Tel: ​● Fax: ​ ● Web: www.arcadiabio.com to termination for Good Reason), less all required tax withholdingsIN WITNESS WHEREOF, each of the parties has executed this Agreement, in the case of the Company by its duly authorized officer, as of the day and other applicable deductions, which will be paid in accordance with the Company’s regular payroll procedures.year set forth below.

202 Cousteau Place ● Suite 105 ● Davis, CA 95618 ● Tel: ​● Fax: ​ ● Web: www.arcadiabio.com to termination for Good Reason), less all required tax withholdings and other applicable deductions, which will be paid in accordance with the Company’s regular payroll procedures.

202 Cousteau Place ● Suite 105 ● Davis, CA 95618 ● Tel: ​● Fax: ​ ● Web: www.arcadiabio.com has been provided an opportunity to termination for Good Reason), less all required tax withholdings and other applicable deductions, which will be paid in accordance withseek the Company’advice of an attorney of Executive’s regular payroll procedures.choice before signing this Agreement.

202 Cousteau Place ● Suite 105 ● Davis, CA 95618 ● Tel: ​● Fax: ​ ● Web: www.arcadiabio.com statutory or common law claims. Executive further understands that this Agreement to termination for Good Reason), less all required tax withholdings and other applicable deductions, which will be paid in accordancearbitrate also applies to any disputes that the Company may have with the Company’s regular payroll procedures.Executive.

202 Cousteau Place ● Suite 105 ● Davis, CA 95618 ● Tel: ​● Fax: ​ ● Web: www.arcadiabio.com deferred compensation” for purposes of Code Section 409A be subject to termination for Good Reason), less all required tax withholdings andoffset by any other applicable deductions, which will be paid in accordance with the Company’s regular payroll procedures.amount unless otherwise permitted by Code Section 409A.