Subject to the approval of the administrator under the applicable Plan (as defined below), on the date of his or her election or appointment as a Director, each Non-Employee Director shall be granted the following equity award or awards (such award or awards, the “Initial Award”): # a non-qualified stock option award (“Option”) to acquire up to a number of shares of the Company’s common stock having an aggregate grant date fair market value equal to the applicable Available Amount (as defined below), based on a Black-Scholes valuation method (rounded down to the nearest whole share); # a restricted stock unit award (“RSU”), each RSU relating to one share of the Company’s common stock, having an aggregate fair market value equal to the applicable Available Amount pursuant to the terms of the then applicable equity incentive plan for such grants, assuming the closing price of the Company’s common stock on the date of grant; or # an Option and a RSU to acquire or relating to, as applicable, such that the sum of the aggregate fair market value of the Option and RSU, each as determined herein, is equal to the applicable Available Amount.

Subject to the approval of the administrator under the applicable Plan (as defined below),Plan, on the date of his or her election or appointment as a Director,each Annual Meeting of the Stockholders of the Company, each Non-Employee Director that is serving as such immediately prior to and immediately after the applicable Annual Meeting of the Stockholders shall be granted the following equity award or awards (such award or awards, the “Initial“Annual Award”): # a non-qualified stock option award (“Option”)an Option to acquire up to a number of shares of the Company’s common stock having an aggregate grant date fair market value equal to the applicable Available Amount (as defined below),Amount, valued based on a Black-Scholes valuation method (rounded down to the nearest whole share); # a restricted stock unit award (“RSU”),RSU, each RSU relating to one share of the Company’s common stock, having an aggregate fair market value equal to the applicable Available Amount pursuant to the terms of the then applicable equity incentive plan for such grants,Amount, assuming the closing price of the Company’s common stock on the date of grant; or # an Option and a RSU to acquire or relating to, as applicable, a number of shares of the Company’s common stock such that the sum of the aggregate fair market value of the Option and RSU, each as determined herein, is equal to the applicable Available Amount.

SubjectInitial Award. Each Non-Employee Director who is initially elected or appointed to the approval of the administrator under the applicable Plan (as defined below),Board shall be granted, on the date of his or hersuch initial election or appointment as a Director, each Non-Employee Director shall be granted the following equity award or awards (such award or awards, the “Initial Award”):appointment, either # a non-qualified stockan option award (“Option”) to acquire up to a number of shares ofpurchase the Company’s common stock (each, an “Initial Option”) having an aggregate grant date fair market value equal to the applicable Available AmountGrant Date Fair Value (as defined below), based on a Black-Scholes valuation method (rounded in an amount determined by the Board, with any partial shares that result being rounded down to the nearest whole share);share or # a number of restricted stock unit award (“RSU”units (the “Initial RSUs” and together with the Initial Option, the “Initial Award”), each RSU relating to one share determined by dividing the aggregate value of the Company’s common stock, having an aggregate fair market value equal toInitial RSUs as determined by the applicable Available Amount pursuant toBoard by the termsFair Market Value (as defined in the Equity Plan) of the then applicable equity incentive plan for such grants, assuming the closing pricea share of the Company’s common stock on the date of grant; or #grant, with any partial shares that result being rounded down to the nearest whole share. No Non-Employee Director shall be granted more than one Initial Award. “Grant Date Fair Value” shall mean, with respect to an Option and a RSU to acquire or relating to, as applicable, such thatInitial Option, the sum of the aggregateper share fair market value of the Initial Option determined as of the Initial Option’s date of grant using the Black-Scholes option pricing model that the Company most recently used in preparing its (audited or unaudited) consolidated financial statements that have been filed with the Securities Exchange Commission (“Financial Statements”) and RSU, eachusing as determined herein, is equal toinputs into such model # the applicable Available Amount. Fair Market Value of a share of the Company’s common stock on the Initial Option’s date of grant and # such other assumptions as were reported by the Company |

SubjectInitial Equity Grant for Non-Employee Directors: Each Non-Employee Director who is initially elected or appointed to the approval of the administrator under the applicable Plan (as defined below),serve on the date of his or her election or appointment as a Director, each Non-Employee DirectorBoard after the Restatement Date shall be granted under the following2021 Plan or any other applicable Company equity award or awards (such award or awards,incentive plan then-maintained by the Company (together with the 2021 Plan, the “Plan”) an equity grant with a value equivalent to $250,000, consisting of (1) an option to purchase shares of Common Stock (the “Initial Award”): # a non-qualified stock option award (“Option”) to acquire up to awith the number of shares subject to the Initial Option determined by dividing $125,000 (50% of $250,000) by the “Black-Scholes” Value (as defined below) on the grant date, rounded up to the nearest multiple of five, and (2) an award of restricted stock units (the “Initial RSU Award”) with the number of restricted stock units determined by dividing $125,000 (50% of $250,000) by the closing trading price of the Company’s common stock having an aggregateCommon Stock on the grant date fair market value equal to the applicable Available Amount (as defined below), based on a Black-Scholes valuation method (rounded downdate, rounded up to the nearest whole share); # a restricted stock unit award (“RSU”),unit. The Initial Option and Initial RSU Award will be automatically granted on the date on which such Non-Employee Director commences service on the Board. The Initial Option will vest and become exercisable as to 1/36th of the underlying shares on each RSU relatingmonthly anniversary of the grant date, subject to the Non-Employee Director’s continued service through the applicable vesting date. For purposes hereof, “Black Scholes” Value means the fair value of an option to purchase one share of the Company’s common stock, having an aggregate fair market value equal toCommon Stock determined using the applicable Available Amount pursuant toBlack-Scholes pricing model based on the terms of the then applicable equity incentive plan for such grants, assuming the closing priceFair Market Value of the Company’s common stockCommon Stock on the grant date of grant; or # an Option and a RSU to acquire or relating to,the most recent volatility, risk-free rate and life expectancy assumptions as applicable, such that the sum of the aggregate fair market valuegrant date in the Company’s financial statements disclosing those assumptions. The Initial RSU Award will vest as to one-third of the Option and RSU, each as determined herein, is equal to the applicable Available Amount.underlying restricted

SubjectInitial Awards. Each Non-Employee Director who is initially elected or appointed to the approval of the administrator under the applicable Plan (as defined below), on the date of his or her election or appointment as a Director, each Non-Employee DirectorBoard shall be granted the following equity award or awards (such award or awards, the “Initial Award”): # a non-qualified stockreceive an option award (“Option”) to acquire up to a number ofpurchase 35,000 shares of the Company’s common stock having an aggregate grant date fair market value equal toand 12,000 RSUs under the Equity Plan, or any other applicable Available Amount (as defined below), based on a Black-Scholes valuation method (rounded down to the nearest whole share); # a restricted stock unit award (“RSU”), each RSU relating to one share of the Company’s common stock, having an aggregate fair market value equal to the applicable Available Amount pursuant to the terms of the then applicableCompany equity incentive plan for such grants, assumingthen-maintained by the closing price of the Company’s common stockCompany on the date of grant;such initial election or # an Option and a RSUappointment. The awards described in this Section 2(a) shall be referred to acquire or relating to, as applicable, such that the sum of the aggregate fair market value of the Option and RSU, each as determined herein, is equal to the applicable Available Amount.“Initial Awards.” No Non-Employee Director shall be granted more than one Initial Award.