Health Insurance. To the extent provided by the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended or, if applicable, state insurance laws (collectively, “COBRA”), and by the Company’s current group health insurance policies, you will be eligible to continue your group health insurance benefits. You will be provided with a separate notice describing your rights and obligations under COBRA laws on or after the Retirement Date. As an additional Severance Benefit, provided that you timely elect continued coverage under COBRA, the Company will pay your COBRA premiums directly to continue your group medical, dental and/or vision insurance coverage (including coverage for eligible dependents, if applicable), through the period starting on the Retirement Date and ending on the earliest of: # the last day of the month that is eighteen (18) months after the Retirement Date; or # the date you cease to be eligible for COBRA continuation coverage for any reason, including plan termination (the “COBRA Premium Period”). For purposes of this Section, references to COBRA premiums shall not include any amounts payable by you under a Code [Section 125] health care reimbursement plan. Notwithstanding the foregoing, if at any time the Company determines, in its sole discretion, that it cannot pay the COBRA premiums without potentially incurring financial costs or penalties under applicable law (including, without limitation, Section 2716 of the Public Health Service Act), then regardless of whether you elect continued health coverage under COBRA, and in lieu of providing the COBRA premiums, the Company will instead pay you, on the last day of each remaining month of the COBRA Premium Period, a fully taxable cash payment equal to 140% of # the value of your last monthly group health insurance premiums immediately prior to the Retirement Date or # the value of your last monthly COBRA premiums paid by the Company, as applicable (dependent on the time the Company makes such determination that it cannot pay the COBRA premiums directly), and in either case subject to applicable tax withholdings (such amount, the “Health Care Benefit Payment”). The Health Care Benefit Payment shall be paid in monthly installments on the same schedule that the COBRA premiums would otherwise have been paid and shall be paid until the earlier of: # expiration of the COBRA Premium Period; or # the date you are no longer enrolled in such COBRA coverage.

Health Insurance. Your participation in the Company’s group health insurance plan will end March 31, 2022. To the extent provided by the federal COBRA law or, if applicable, state insurance laws, and by the Company’s current group health insurance policies, you will be eligible to continue your group health insurance benefits at your own expense following the Separation Date. Later, you may be able to convert to an individual policy through the provider of the Company’s health insurance, if you wish. You will be provided with a separate notice describing your rights and obligations under COBRA.

Health Insurance. Your health insurance benefits will remain in effect through the last day of the month in which the Separation Date occurs. Thereafter, you will be eligible to continue your group health insurance benefits at your own expense under COBRA. You will be provided with a separate notice describing your rights and obligations under COBRA.

Health Insurance. During Consultant’s employment with FivePrime, FivePrime provided health care benefits to Consultant as an employee. Consultant’s right to participate as an employee in FivePrime’s health care benefits ceased as of the last day of Consultant’s employment with FivePrime on March 15, 2019. To the extent provided by the federal Consolidated Omnibus Budget Reconciliation Act of 1985 (COBRA) or, if applicable, state insurance laws, and by FivePrime’s current group health insurance policies while they remain in existence, Consultant will be eligible to continue Consultant’s group health insurance benefits subject to this Section 2.4. Later, Consultant may be able to convert to an individual policy through the provider of FivePrime’s health insurance if Consultant wishes.

HEALTH INSURANCE. As of April 1, 2018, Meyer shall have the option to convert and continue coverage for Meyer and his eligible dependents under the Company’s group health and dental insurance plans, as may be required or authorized by law under COBRA or Cal-COBRA. Meyer further acknowledges that he must make a timely election to continue such coverage for COBRA or Cal-COBRA benefits and shall be exclusively responsible to pay the full costs of the premiums and administrative charges required by COBRA or Cal-COBRA, as applicable, except as provided for above in Section 3(d).

Health Insurance. During the Employment Period, Executive shall be eligible to participate in all employee benefits and benefit plans generally made available to the Company’s employees from time-to-time, including, but not limited to, medical and dental insurance coverage, subject to the terms, conditions and relevant qualification criteria for such benefits and benefit plans. The Company, in its discretion, may change from time-to-time the employee benefits and benefit plans it generally makes available to its employees.

Health Insurance. To the extent provided by the federal COBRA law or, if applicable, state insurance laws, and by the Company’s current group health insurance policies, you will be eligible to continue your group health insurance benefits at your own expense following the Separation Date. Later, you may be able to convert to an individual policy through the provider of the Company’s health insurance, if you wish. You will be provided with a separate notice describing your rights and obligations under COBRA. As an additional benefit under your Employment Agreement, provided that you timely elect continued coverage under COBRA, the Company shall pay for your COBRA premiums to continue your health insurance coverage (including coverage for eligible dependents, if applicable) through the period starting on the Separation Date and ending on the earliest to occur of: # six (6) months following the Separation Date; # the date you become eligible for group health insurance coverage through a new employer; or # the date you cease to be eligible for COBRA coverage for any reason. You acknowledge and agree that such continuing payments represent the COBRA benefits you are entitled to under the Employment Agreement.

Health Insurance. Your health insurance benefits through the Company will continue through February 29, 2020. To the extent provided by the federal COBRA law or, if applicable, state insurance laws (collectively, “COBRA”), and by the Company’s current group health insurance policies, you may be eligible to continue coverage under such group health plan (or to convert to an individual policy), following such date at your own expense. No provision of this Agreement will affect your continuation coverage rights under COBRA. You will be provided with a separate notice describing your rights and obligations under COBRA laws, and any rights to convert to an individual policy, on or after the Separation Date

Health Insurance. To the extent provided by the federal COBRA law or, if applicable, state insurance laws (collectively, “COBRA”), and by the Company’s current group health insurance policies, you will be eligible to continue your group health insurance benefits at your own expense after the last day of your employment. Later, you may be able to convert to an individual policy through the provider of the Company’s health insurance, if you wish. You will be provided with a separate notice describing your rights and obligations under COBRA laws on or after the last day of your employment. As an additional Severance Benefit, provided that you timely elect continued coverage under COBRA, the Company will provide you with the COBRA severance benefits for a Participant who is not the Chief Executive Officer of the Company, as set forth in Section 4(b) of the Severance Plan; provided, however, that for purposes of this Agreement, the Company will calculate the “Severance Multiplier” under the Severance Plan as if you had been employed by the Company for four full years (which, for the avoidance of doubt, will mean such Severance Multiplier will equal ten for purposes of calculating your potential COBRA payment period benefits).

Health Insurance. If elected by you, you many participate in the company’s health insurance program, and the Company will pay that portion of the premium for you, on a basis and pursuant to a program, substantially the same as that offered to other employees of the Company.