Common use of Basic Limitation Clause in Contracts

Basic Limitation. Shares offered under the Plan shall be authorized but unissued Shares or treasury Shares. The aggregate number of Shares authorized for issuance as Awards under the Plan (other than Inducement Awards as set forth in Section 15) shall not exceed the sum of (x) 4,250,000 Shares, plus (y) the sum of the number of Shares subject to outstanding awards under the Company’s 2010 Stock Plan (the “Predecessor Plan”) on the Effective Date that are subsequently forfeited or terminated for any reason before being exercised or settled, plus the number of Shares subject to vesting restrictions under the Predecessor Plan on the Effective Date that are subsequently forfeited, plus the number of reserved Shares not issued or subject to outstanding grants under the Predecessor Plan on the Effective Date, plus (z) an annual increase on the first day of each fiscal year, for a period of not more than ten years, beginning on January 1, 2016, and ending on (and including) January 1, 2025, in an amount equal to the lesser of (i) four percent (4%) of the outstanding Shares on the last day of the immediately preceding fiscal or (ii) if the Board acts prior to the first day of the fiscal year, such lesser amount (including zero) that the Board determines for purposes of the annual increase for that fiscal year. Notwithstanding the foregoing: (A) the number of Shares that may be delivered in the aggregate pursuant to the exercise of ISOs granted under the Plan shall not exceed 16,833,333 Shares plus, to the extent allowable under Section 422 of the Code and the Treasury Regulations promulgated thereunder, any Shares that become available for issuance under the Plan pursuant to Section 5(c); and (B) an additional 543,872 Shares are authorized for issuance as Awards under the Plan as a result of the Company’s assumption of the 2015 ArcherDX, Inc. Stock Incentive Plan, provided such Awards may not be issued (I) to persons who were Employees, Consultants or Outside Directors of the Company or its Subsidiaries prior to October 2, 2020 (i.e., the date of the Company’s acquisition of ArcherDX, Inc.) or (II) following September 2, 2025 (i.e., the end of the original term of the 2015 ArcherDX, Inc. Stock Incentive Plan). The limitations of this Section 5(a) shall be subject to adjustment pursuant to Section 12. The number of Shares that are subject to Awards outstanding at any time under the Plan shall not exceed the number of Shares which then remain available for issuance under the Plan. The Company shall at all times reserve and keep available sufficient Shares to satisfy the requirements of the Plan.

Basic Limitation. Shares offered under the Plan shall be authorized but unissued Shares or treasury Shares. The aggregate number of Shares authorized for issuance as Awards under the Plan (other than Inducement Awards as set forth in Section 15) shall not exceed the sum of (x) 4,250,000 Shares, plus (y) the sum of the number of Shares subject to outstanding awards under the Company’s 2010 Stock Plan (the “Predecessor Plan”) on the Effective Date that are subsequently forfeited or terminated for any reason before being exercised or settled, plus the number of Shares subject to vesting restrictions under the Predecessor Plan on the Effective Date that are subsequently forfeited, plus the number of reserved Shares not issued or subject to outstanding grants under the Predecessor Plan on the Effective Date, plus (z) an annual increase on the first day of each fiscal year, for a period of not more than ten years, beginning on January 1, 2016, and ending on (and including) January 1, 2025, in an amount equal to the lesser of (i) four percent (4%) of the outstanding Shares on the last day of the immediately preceding fiscal or (ii) if the Board acts prior to the first day of the fiscal year, such lesser amount (including zero) that the Board determines for purposes of the annual increase for that fiscal year. Notwithstanding the foregoing: (A) , the number of Shares that may be delivered in the aggregate pursuant to the exercise of ISOs granted under the Plan shall not exceed 16,833,333 Shares plus, to the extent allowable under Section 422 of the Code and the Treasury Regulations promulgated thereunder, any Shares that become available for issuance under the Plan pursuant to Section 5(c); and (B) an additional 543,872 Shares are authorized for issuance as Awards under the Plan as a result of the Company’s assumption of the 2015 ArcherDX, Inc. Stock Incentive Plan, provided such Awards may not be issued (I) to persons who were Employees, Consultants or Outside Directors of the Company or its Subsidiaries prior to October 2, 2020 (i.e., the date of the Company’s acquisition of ArcherDX, Inc.) or (II) following September 2, 2025 (i.e., the end of the original term of the 2015 ArcherDX, Inc. Stock Incentive Plan). The limitations of this Section 5(a) shall be subject to adjustment pursuant to Section 12. The number of Shares that are subject to Awards outstanding at any time under the Plan shall not exceed the number of Shares which then remain available for issuance under the Plan. The Company shall at all times reserve and keep available sufficient Shares to satisfy the requirements of the Plan.

Basic Limitation. Shares offered under the Plan shall be authorized but unissued Shares shares or treasury Sharesshares. The maximum aggregate number of Shares authorized for issuance as Awards under the Plan (other than Inducement Awards as set forth in Section 15) shall not exceed (i) ____________ Shares (the sum of (x) 4,250,000 Shares“Share Reserve”), plus (yii) the sum of any Returning Shares which become available from time to time, plus (iii) the number sum of any Shares subject which, but for the termination of the Predecessor Plan immediately prior to outstanding awards under the Company’s 2010 Stock Plan (the “Predecessor Plan”) on the Effective Date that are subsequently forfeited or terminated Date, were at such time reserved and available for any reason before being exercised or settled, plus the number of Shares subject to vesting restrictions issuance under the Predecessor Plan on the Effective Date that are subsequently forfeited, plus the number of reserved Shares but not issued or subject to outstanding grants under the Predecessor Plan on the Effective Dateawards, plus (ziv) an annual increase on the first day of each fiscal year, calendar year for a period of not more than ten years, years beginning on January 1, 2016, 2024 and ending on (and including) January 1, 20252032, in an amount equal to the lesser of (ix) four percent five (45%) of the total number of Shares outstanding Shares on the last day of the immediately preceding fiscal calendar year or (iiy) if the Board acts prior to the first day of the fiscal year, such lesser amount (including zero) that the Committee or Board determines for purposes of the annual increase for that fiscal calendar year. Notwithstanding the foregoing: (A) , the number of Shares that may be delivered in the aggregate pursuant to the exercise of ISOs granted under the Plan shall not exceed 16,833,333 five (5) times the number of Shares provided under clause (i) above plus, to the extent allowable under Section 422 of the Code and the Treasury Regulations promulgated thereunderCode, any Shares that become available for issuance under the Plan pursuant to Section 5(c5(b); and (B) an additional 543,872 Shares are authorized for issuance , but nothing in this Section 5 will be construed as Awards requiring that any, or any fixed number of, ISOs be awarded under the Plan as a result of the Company’s assumption of the 2015 ArcherDX, Inc. Stock Incentive Plan, provided such Awards may not be issued (I) to persons who were Employees, Consultants or Outside Directors of the Company or its Subsidiaries prior to October 2, 2020 (i.e., the date of the Company’s acquisition of ArcherDX, Inc.) or (II) following September 2, 2025 (i.e., the end of the original term of the 2015 ArcherDX, Inc. Stock Incentive Plan). The limitations of this Section 5(a) shall be subject to adjustment pursuant to Section 12. The number of Shares that are subject to Awards outstanding at any time under the Plan shall not exceed the number of Shares which then remain available for issuance under the Plan. The Company shall at all times reserve and keep available sufficient Shares to satisfy the requirements of the Plan.

Basic Limitation. Shares offered under the Plan shall be authorized but unissued Shares or treasury Shares. The maximum aggregate number of Shares authorized for issuance as Awards under the Plan (other than Inducement Awards as set forth in Section 15) shall not exceed the sum of (x) 4,250,000 2,790,824 Shares, plus (y) the sum of the number of Shares subject to outstanding awards under the Company’s 2010 Stock Plan (the “Predecessor Plan”) on the Effective Date that are subsequently forfeited or terminated for any reason before being exercised or settled, plus the number of Shares subject to vesting restrictions under the Predecessor Plan on the Effective Date that are subsequently forfeited, plus the number of reserved Shares not issued or subject to outstanding grants under the Predecessor Plan on the Effective Date, plus (z) an annual increase on the first day of each fiscal year, for a period of not more than ten 10 years, beginning on January 1, 20162021, and ending on (and including) January 1, 2025, 2030 in an amount equal to the lesser of (i) four five percent (4%) 5.0% of the outstanding Shares on the last day of the immediately preceding fiscal year or (ii) if the Board acts prior to the first day of the fiscal year, such lesser amount (including zero) that the Board Committee determines for purposes of the annual increase for that fiscal year, plus (z) nine and four-tenths percent (9.4%) of the Shares that become distributable, if at all, upon the achievement of specified earnouts pursuant to Sections 3.3 of the Merger Agreement by and Among the Company and LifeSci Acquisition Corp and LifeSci Acquisition Merger Sub Inc., among other parties, dated September 25, 2020 (the “Merger Agreement”), which additional Shares shall be added on the date(s) that the earnout Shares become distributable pursuant to the Merger Agreement. Notwithstanding the foregoing: (A) , the number of Shares that may be delivered in the aggregate pursuant to the exercise of ISOs granted under the Plan shall not exceed 16,833,333 four million (4,000,000) Shares plus, to the extent allowable under Section 422 of the Code and the Treasury Regulations promulgated thereunderCode, any Shares that become available for issuance under the Plan pursuant to Section 5(c); and (B) an additional 543,872 Shares are authorized for issuance as Awards under the Plan as a result of the Company’s assumption of the 2015 ArcherDX, Inc. Stock Incentive Plan, provided such Awards may not be issued (I) to persons who were Employees, Consultants or Outside Directors of the Company or its Subsidiaries prior to October 2, 2020 (i.e., the date of the Company’s acquisition of ArcherDX, Inc.) or (II) following September 2, 2025 (i.e., the end of the original term of the 2015 ArcherDX, Inc. Stock Incentive Plan). The limitations of this Section 5(a) shall be subject to adjustment pursuant to Section 12. The number of Shares that are subject to Awards outstanding at any time under the Plan shall not exceed the number of Shares which then remain available for issuance under the Plan. The Company shall at all times reserve and keep available sufficient Shares to satisfy the requirements of the Plan.

Basic Limitation. Shares offered under the Plan shall be authorized but unissued Shares or treasury Shares. The aggregate number of Shares authorized for issuance as Awards under the Plan (other than Inducement Awards as set forth in Section 15) shall not exceed the sum of (x) 4,250,000 twenty million (20,000,000) Shares, plus (y) the sum of the number of Shares subject to outstanding awards under the Company’s 2010 Stock Predecessor Plan (the “Predecessor Plan”) on the Effective Date that are subsequently forfeited or terminated for any reason before being exercised or settled, plus the number of Shares subject to vesting restrictions under the Predecessor Plan on the Effective Date that are subsequently forfeited, plus the number of reserved Shares not issued or subject to outstanding grants under the Predecessor Plan on the Effective Date, plus (z) an annual increase on the first day of each fiscal year, for a period of not more than ten 10 years, beginning on January 1, 20162021, and ending on (and including) January 1, 20252030, in an amount equal to the lesser of (i) four two and one half percent (4%) 2.5)% of the outstanding Shares on the last day of the immediately preceding fiscal year or (ii) if the Board acts prior to the first day of the fiscal year, such lesser amount (including zero) that the Board Committee determines for purposes of the annual increase for that fiscal year. Notwithstanding the foregoing: (A) , the number of Shares that may be delivered in the aggregate pursuant to the exercise of ISOs granted under the Plan shall not exceed 16,833,333 twenty million (20,000,000) Shares plus, to the extent allowable under Section 422 of the Code and the Treasury Regulations promulgated thereunderCode, any Shares that become available for issuance under the Plan pursuant to Section 5(c); and (B) an additional 543,872 Shares are authorized for issuance as Awards under the Plan as a result of the Company’s assumption of the 2015 ArcherDX, Inc. Stock Incentive Plan, provided such Awards may not be issued (I) to persons who were Employees, Consultants or Outside Directors of the Company or its Subsidiaries prior to October 2, 2020 (i.e., the date of the Company’s acquisition of ArcherDX, Inc.) or (II) following September 2, 2025 (i.e., the end of the original term of the 2015 ArcherDX, Inc. Stock Incentive Plan). The limitations of this Section 5(a) shall be subject to adjustment pursuant to Section 12. The number of Shares that are subject to Awards outstanding at any time under the Plan shall not exceed the number of Shares which then remain available for issuance under the Plan. The Company shall at all times reserve and keep available sufficient Shares to satisfy the requirements of the Plan.

Basic Limitation. Shares offered under the Plan shall be authorized but unissued Shares shares or treasury Sharesshares. The maximum aggregate number of Shares authorized for issuance as Awards under the Plan (other than Inducement Awards as set forth in Section 15) shall not exceed the sum of (xi) 4,250,000 [ 1] Shares, plus (yii) any Returning Shares that become available from time to time, plus (iii) any Shares that, but for the sum termination of the number of Shares subject Predecessor Plans (as applicable) immediately prior to outstanding awards under the Company’s 2010 Stock Plan (the “Predecessor Plan”) on the Effective Date that are subsequently forfeited or terminated Date, were at such time reserved and available for any reason before being exercised or settled, plus the number of Shares subject to vesting restrictions issuance under the Predecessor Plan on the Effective Date that are subsequently forfeited, plus the number of reserved Shares Plans but not issued or subject to outstanding grants under the Predecessor Plan on the Effective Date, plus (z) an annual awards; provided that such number of Shares shall increase on the first day of each fiscal year, calendar year for a period of not more than ten years, years beginning on January 1, 2016, 2023 and ending on (and including) January 1, 2025, 2032 in an amount equal to the lesser of (iA) four percent (4%) 5% of the total number of Shares outstanding Shares on the last day of the immediately preceding fiscal or calendar year and (iiB) if the Board acts prior to the first day of the fiscal year, such lesser amount of Shares (including zero) that ), as determined by the Committee or Board determines for purposes of prior to such calendar year (such annual increase, the annual increase for that fiscal year“Annual Increase” and such overall limit, the “Share Limit”). Notwithstanding the foregoing: (A) , the number of Shares that may be delivered in the aggregate pursuant to the exercise of ISOs granted under the Plan shall not exceed 16,833,333 five times the number of Shares provided under clause (i) above plus, ; to the extent allowable under Section 422 of the Code and the Treasury Regulations promulgated thereunderCode, any Shares that become available for issuance under the Plan pursuant to Section 5(c5(b); and (B) an additional 543,872 Shares are authorized for issuance , but nothing in this Section 5 will be construed as Awards requiring that any, or any fixed number of, ISOs be awarded under the Plan as a result of the Company’s assumption of the 2015 ArcherDX, Inc. Stock Incentive Plan, provided such Awards may not be issued (I) to persons who were Employees, Consultants or Outside Directors of the Company or its Subsidiaries prior to October 2, 2020 (i.e., the date of the Company’s acquisition of ArcherDX, Inc.) or (II) following September 2, 2025 (i.e., the end of the original term of the 2015 ArcherDX, Inc. Stock Incentive Plan). The limitations of this Section 5(a) shall be subject to adjustment pursuant to Section 12. The number of Shares that are subject to Awards outstanding at any time under the Plan shall not exceed the number of Shares which that then remain available for issuance under the Plan. The Company shall at all times reserve and keep available sufficient Shares to satisfy the requirements of the Plan.. 1 To equal 12% of outstanding equity on an as-converted basis. MOVELLA HOLDINGS INC. 2022 STOCK INCENTIVE PLAN

Basic Limitation. Shares offered under the Plan shall be authorized but unissued Shares shares or treasury shares. Additionally, at the discretion of the Administrator, any Shares distributed pursuant to an Award may be represented by American Depositary Shares. If the number of Shares represented by an American Depositary Share is other than on a one-to-one basis, the limitations of Section 5 shall be adjusted to reflect the distribution of American Depositary Shares in lieu of Shares. The maximum aggregate number of Shares authorized for issuance as Awards under the Plan (other than Inducement Awards as set forth in Section 15) shall not exceed (i) 12,508,276 Shares, which is equivalent to 5,438,381 American Depositary Shares (the sum of (x) 4,250,000 Shares“Share Reserve”), plus (yii) the sum of any Returning Shares which become available from time to time, plus (iii) the number sum of any Shares subject which, but for the termination of the Predecessor Plans immediately prior to outstanding awards under the Company’s 2010 Stock Plan (the “Predecessor Plan”) on the Effective Date that are subsequently forfeited or terminated Date, were at such time reserved and available for any reason before being exercised or settled, plus the number of Shares subject to vesting restrictions issuance under the Predecessor Plan on the Effective Date that are subsequently forfeited, plus the number of reserved Shares Plans but not issued or subject to outstanding grants under the Predecessor Plan on the Effective Dateawards, plus (ziv) an annual increase on the first day of each fiscal year, calendar year for a period of not more than ten years, years beginning on January 1, 2016, 2024 and ending on (and including) January 1, 20252033, in an amount equal to the lesser of (ix) four five and a half percent (45.5%) of the total number of Shares outstanding Shares on the last day of the immediately preceding fiscal calendar year or (iiy) if the Board acts prior to the first day of the fiscal year, such lesser amount (including zero) that the Committee or Board determines for purposes of the annual increase for that fiscal calendar year. Notwithstanding the foregoing: (A) , the number of Shares that may be delivered in the aggregate pursuant to the exercise of ISOs granted under the Plan shall not exceed 16,833,333 one (1) times 12,508,276 (which is equivalent to 5,438,381 American Depositary Shares) times the number of Shares provided under clause (i) above plus, to the extent allowable under Section 422 of the Code and the Treasury Regulations promulgated thereunderCode, any Shares that become available for issuance under the Plan pursuant to Section 5(c5(b); and (B) an additional 543,872 Shares are authorized for issuance , but nothing in this Section 5 will be construed as Awards requiring that any, or any fixed number of, ISOs be awarded under the Plan as a result of the Company’s assumption of the 2015 ArcherDX, Inc. Stock Incentive Plan, provided such Awards may not be issued (I) to persons who were Employees, Consultants or Outside Directors of the Company or its Subsidiaries prior to October 2, 2020 (i.e., the date of the Company’s acquisition of ArcherDX, Inc.) or (II) following September 2, 2025 (i.e., the end of the original term of the 2015 ArcherDX, Inc. Stock Incentive Plan). The limitations of this Section 5(a) shall be subject to adjustment pursuant to Section 12. The number of Shares that are subject to Awards outstanding at any time under the Plan shall not exceed the number of Shares which then remain available for issuance under the Plan. The Company shall at all times reserve and keep available sufficient Shares to satisfy the requirements of the Plan.

Basic Limitation. Shares offered under the Plan shall be authorized but unissued Shares or treasury Shares. The As of the Second Restatement Date, the maximum aggregate number of Shares authorized for issuance as Awards under the Plan (other than Inducement Awards as set forth in Section 15) on or after the Effective Date shall not exceed the sum of (x) 4,250,000 Shares194,669,244 Shares (consisting of (i) 119,000,000 Shares approved by the Board on April 22, 2024, (ii) 39,166,575 Shares approved by the Board on March 2, 2023, (iii) 15,000,000 Shares approved by the Board on April 27, 2022, (iv) 12,500,000 Shares initially authorized for issuance under the Plan as of the Effective Date and (v) an additional 9,002,669 Shares initially authorized under the Plan as of the Effective Date which represents the number of Shares equal to the number of unallocated shares of stock of Atieva, Inc. remaining available for issuance under the 2021 Plan, 2014 Plan and 2009 Plan as of the Effective Date (as adjusted by the conversion ratio pursuant to the terms of the Merger Agreement in connection with the consummation of the transactions contemplated by the Merger Agreement)), plus (y) the sum of the number of Shares subject Returning Shares, if any, which become available for grant under this Plan from time to outstanding awards under the Company’s 2010 Stock Plan (the “Predecessor Plan”) time on the Effective Date that are subsequently forfeited or terminated for any reason before being exercised or settled, plus the number of Shares subject to vesting restrictions under the Predecessor Plan on the Effective Date that are subsequently forfeited, plus the number of reserved Shares not issued or subject to outstanding grants under the Predecessor Plan on after the Effective Date, plus (z) an annual increase on the first day of each fiscal year, for a period of not more than ten years, beginning on January 1, 2016, and ending on (and including) January 1, 2025, in an amount equal to the lesser of (i) four percent (4%) of the outstanding Shares on the last day of the immediately preceding fiscal or (ii) if the Board acts prior to the first day of the fiscal year, such lesser amount (including zero) that the Board determines for purposes of the annual increase for that fiscal year. Notwithstanding the foregoing: (A) , the number of Shares that may be delivered in the aggregate pursuant to the exercise of ISOs granted under the Plan on or after the Effective Date shall not exceed 16,833,333 194,669,244 Shares plus, to the extent allowable under Section 422 of the Code and the Treasury Regulations promulgated thereunderCode, any Shares that become available for issuance under the Plan pursuant to Section 5(c); and (B) an additional 543,872 . In addition, notwithstanding the foregoing, the number of Shares are authorized for issuance as Awards that may be delivered in the aggregate pursuant to the exercise of Stock Purchase Rights granted under the Plan as a result of and the Company’s assumption of ESPP Addendum on or after the 2015 ArcherDX, Inc. Stock Incentive Plan, provided such Awards may Effective Date shall not be issued (I) to persons who were Employees, Consultants or Outside Directors of the Company or its Subsidiaries prior to October 2, 2020 (i.e., the date of the Company’s acquisition of ArcherDX, Inc.) or (II) following September 2, 2025 (i.e., the end of the original term of the 2015 ArcherDX, Inc. Stock Incentive Plan)exceed 194,669,244 Shares. The limitations of this Section 5(a) shall be subject to adjustment pursuant to Section 1213. The number of Shares that are subject to Awards outstanding at any time under the Plan shall not exceed the number of Shares which then remain available for issuance under the Plan. The Company shall at all times reserve and keep available sufficient Shares to satisfy the requirements of the Plan.

Basic Limitation. Shares offered under the Plan shall be authorized but unissued Shares or treasury Shares. The maximum aggregate number of Shares authorized for issuance as Awards under the Plan (other than Inducement Awards as set forth in Section 15) shall not exceed the sum of (xi) 4,250,000 Shares2,790,824 Shares originally approved by the Board and Company stockholders in December 2020, plus (yii) 1,500,000 Shares approved by the sum of the number of Shares subject to outstanding awards under Board and Company stockholders at the Company’s 2010 Stock Plan (the “Predecessor Plan”) on the Effective Date that are subsequently forfeited or terminated for any reason before being exercised or settled, plus the number annual meeting of Shares subject to vesting restrictions under the Predecessor Plan on the Effective Date that are subsequently forfeited, plus the number of reserved Shares not issued or subject to outstanding grants under the Predecessor Plan on the Effective Datestockholders in May 2024, plus (ziii) an annual increase on the first day of each fiscal year, for a period of not more than ten 10 years, beginning on January 1, 20162021, and ending on (and including) January 1, 2025, 2030 in an amount equal to the lesser of (ix) four five percent (4%) 5.0% of the outstanding Shares on the last day of the immediately preceding fiscal year or (iiy) if the Board acts prior to the first day of the fiscal year, such lesser amount (including zero) that the Board Committee determines for purposes of the annual increase for that fiscal year, plus (iv) nine and four-tenths percent (9.4%) of the Shares that become distributable, if at all, upon the achievement of specified earnouts pursuant to Sections 3.3 of the Merger Agreement by and Among the Company and LifeSci Acquisition Corp and LifeSci Acquisition Merger Sub Inc., among other parties, dated September 25, 2020 (the “Merger Agreement”), which additional Shares shall be added on the date(s) that the earnout Shares become distributable pursuant to the Merger Agreement. Notwithstanding the foregoing: (A) , the number of Shares that may be delivered in the aggregate pursuant to the exercise of ISOs granted under the Plan shall not exceed 16,833,333 four million (4,000,000) Shares plus, to the extent allowable under Section 422 of the Code and the Treasury Regulations promulgated thereunderCode, any Shares that become available for issuance under the Plan pursuant to Section 5(c); and (B) an additional 543,872 Shares are authorized for issuance as Awards under the Plan as a result of the Company’s assumption of the 2015 ArcherDX, Inc. Stock Incentive Plan, provided such Awards may not be issued (I) to persons who were Employees, Consultants or Outside Directors of the Company or its Subsidiaries prior to October 2, 2020 (i.e., the date of the Company’s acquisition of ArcherDX, Inc.) or (II) following September 2, 2025 (i.e., the end of the original term of the 2015 ArcherDX, Inc. Stock Incentive Plan). The limitations of this Section 5(a) shall be subject to adjustment pursuant to Section 12. The number of Shares that are subject to Awards outstanding at any time under the Plan shall not exceed the number of Shares which then remain available for issuance under the Plan. The Company shall at all times reserve and keep available sufficient Shares to satisfy the requirements of the Plan.

Basic Limitation. Shares offered under the Plan shall be authorized but unissued Shares shares or treasury Sharesshares. The maximum aggregate number of Shares authorized for issuance as Awards under the Plan (other than Inducement Awards as set forth in Section 15) shall not exceed the sum of (xi) 4,250,000 Shares, plus (y) the sum of the number of 3,000,000 Shares subject to outstanding awards under the Company’s 2010 Stock Plan (the “Predecessor PlanShare Reserve”), including (ii) on the Effective Date that are subsequently forfeited or terminated for any reason before being exercised or settled, plus the number of Shares subject to vesting restrictions under the Predecessor Plan on the Effective Date that are subsequently forfeited, plus the number of reserved Shares not issued or subject to outstanding grants under the Predecessor 2012 Plan on the Effective Date, including (iii) the number of reserved Shares not issued or subject to outstanding grants under the 2016 Plan on the Effective Date, including (iv) the number of reserved Shares not issued or subject to outstanding grants under the 2018 Plan on the Effective Date, including (v) the number of reserved Shares not issued or subject to outstanding grants under the 2020 Plan on the Effective Date, plus (zvi) an annual increase on the first day of each fiscal year, calendar year for a period of not more than ten years, years beginning on January 1, 2016, 2025 and ending on (and including) January 1, 20252034, in an amount equal to the lesser of (ix) four five percent (45%) of the total number of Shares outstanding Shares on the last day of the immediately preceding fiscal calendar year or (iiy) if the Board acts prior to the first day of the fiscal year, such lesser amount (including zero) that the Committee or Board determines for purposes of the annual increase for that fiscal calendar year. Notwithstanding the foregoing: (A) , the number of Shares that may be delivered in the aggregate pursuant to the exercise of ISOs granted under the Plan shall not exceed 16,833,333 five (5) times the number of Shares provided under clause (i) above plus, to the extent allowable under Section 422 of the Code and the Treasury Regulations promulgated thereunderCode, any Shares that become available for issuance under the Plan pursuant to Section 5(c5(b); and (B) an additional 543,872 Shares are authorized for issuance , but nothing in this Section 5 will be construed as Awards requiring that any, or any fixed number of, ISOs be awarded under the Plan as a result of the Company’s assumption of the 2015 ArcherDX, Inc. Stock Incentive Plan, provided such Awards may not be issued (I) to persons who were Employees, Consultants or Outside Directors of the Company or its Subsidiaries prior to October 2, 2020 (i.e., the date of the Company’s acquisition of ArcherDX, Inc.) or (II) following September 2, 2025 (i.e., the end of the original term of the 2015 ArcherDX, Inc. Stock Incentive Plan). The limitations of this Section 5(a) shall be subject to adjustment pursuant to Section 12. The number of Shares that are subject to Awards outstanding at any time under the Plan shall not exceed the number of Shares which then remain available for issuance under the Plan. The Company shall at all times reserve and keep available sufficient Shares to satisfy the requirements of the Plan.

Basic Limitation. Shares offered under the Plan shall be authorized but unissued Shares or Shares, treasury Shares, or previously issued Shares acquired by the Company. No fractional Shares will be delivered under the Plan. The maximum aggregate number of Shares authorized for issuance as Awards under the Plan (other than Inducement Awards as set forth in Section 15) shall not exceed the sum of (xi) 4,250,000 Shares[____]1Shares, plus (yii) the sum of the number of Shares subject to outstanding awards under the Company’s 2010 Stock Plan (the “Predecessor Plan”) on the Effective Date that are subsequently forfeited or terminated for any reason before being exercised or settled, plus the number of Shares subject to vesting restrictions under the Predecessor Plan on the Effective Date that are subsequently forfeited, plus the number of reserved Shares not issued or subject to outstanding grants remaining available for issuance under the Predecessor 2013 Plan on immediately prior to the Effective Date, plus (ziii) the sum of any Returning Shares which become available from time to time, plus (iv) an annual increase on the first day of each fiscal year, year for a period of not more than ten years, (10) years beginning on January 1, 20162022, and ending on (and including) January 1, 20252031, in an amount equal to the lesser of (ix) four percent (4%) of the outstanding Shares on the last day of the immediately preceding fiscal year or (iiy) if the Board acts prior to the first day of the fiscal year, such lesser amount (including zero) that the Committee or Board determines for purposes of the annual increase for that fiscal year. Notwithstanding the foregoing: (A) , the number of Shares that may be delivered in the aggregate pursuant to the exercise of ISOs granted under the Plan shall not exceed 16,833,333 five (5) times the number of Shares provided under clause (i) above plus, to the extent allowable under Section 422 of the Code and the Treasury Regulations promulgated thereunderCode, any Shares that become available for issuance under the Plan pursuant to Section 5(c5(b); and (B) an additional 543,872 Shares are authorized for issuance , but nothing in this Section 5 will be construed as Awards requiring that any, or any fixed number of, ISOs be awarded under the Plan as a result of the Company’s assumption of the 2015 ArcherDX, Inc. Stock Incentive Plan, provided such Awards may not be issued (I) to persons who were Employees, Consultants or Outside Directors of the Company or its Subsidiaries prior to October 2, 2020 (i.e., the date of the Company’s acquisition of ArcherDX, Inc.) or (II) following September 2, 2025 (i.e., the end of the original term of the 2015 ArcherDX, Inc. Stock Incentive Plan). The limitations of this Section 5(a) shall be subject to adjustment pursuant to Section 12. The number of Shares that are subject to Awards outstanding at any time under the Plan shall not exceed the number of Shares which then remain available for issuance under the Plan. The Company shall at all times reserve and keep available sufficient Shares to satisfy the requirements of the Plan.. 1 Initial pool to approximate 5% of outstanding shares ROCKLEY PHOTONICS HOLDINGS LIMITED 2021 STOCK INCENTIVE PLAN

Basic Limitation. Shares offered under the Plan shall be authorized but unissued Shares or Shares, treasury Shares, or previously issued Shares acquired by the Company. No fractional Shares will be delivered under the Plan. The maximum aggregate number of Shares authorized for issuance as Awards under the Plan (other than Inducement Awards as set forth in Section 15) shall not exceed the sum of (xi) 4,250,000 7,631,196 Shares, plus (yii) the sum of the number of Shares subject to outstanding awards under the Company’s 2010 Stock Plan (the “Predecessor Plan”) on the Effective Date that are subsequently forfeited or terminated for any reason before being exercised or settled, plus the number of Shares subject to vesting restrictions under the Predecessor Plan on the Effective Date that are subsequently forfeited, plus the number of reserved Shares on an as converted basis1 which, but for their cancellation immediately prior to the Effective Date, were at such time reserved under the 2013 Plan but not issued or subject to outstanding grants remaining available for issuance under the Predecessor 2013 Plan on plus (iii) the Effective Datesum of any Returning Shares which become available from time to time, plus (ziv) an annual increase on the first day of each fiscal year, year for a period of not more than ten years, (10) years beginning on January 1, 20162022, and ending on (and including) January 1, 20252031, in an amount equal to the lesser of (ix) four percent (4%) of the outstanding Shares on the last day of the immediately preceding fiscal year or (iiy) if the Board acts prior to the first day of the fiscal year, such lesser amount (including zero) that the Committee or Board determines for purposes of the annual increase for that fiscal year. Notwithstanding the foregoing: (A) , the number of Shares that may be delivered in the aggregate pursuant to the exercise of ISOs granted under the Plan shall not exceed 16,833,333 five (5) times the number of Shares provided under clause (i) above plus, to the extent allowable under Section 422 of the Code and the Treasury Regulations promulgated thereunderCode, any Shares that become available for issuance under the Plan pursuant to Section 5(c5(b); and (B) an additional 543,872 Shares are authorized for issuance , but nothing in this Section 5 will be construed as Awards requiring that any, or any fixed number of, ISOs be awarded under the Plan as a result of the Company’s assumption of the 2015 ArcherDX, Inc. Stock Incentive Plan, provided such Awards may not be issued (I) to persons who were Employees, Consultants or Outside Directors of the Company or its Subsidiaries prior to October 2, 2020 (i.e., the date of the Company’s acquisition of ArcherDX, Inc.) or (II) following September 2, 2025 (i.e., the end of the original term of the 2015 ArcherDX, Inc. Stock Incentive Plan). The limitations of this Section 5(a) shall be subject to adjustment pursuant to Section 12. The number of Shares that are subject to Awards outstanding at any time under the Plan shall not exceed the number of Shares which then remain available for issuance under the Plan. The Company shall at all times reserve and keep available sufficient Shares to satisfy the requirements of the Plan.

Basic Limitation. Shares offered under the Plan shall be authorized but unissued Shares shares or treasury Sharesshares. The maximum aggregate number of Shares authorized for issuance as Awards under the Plan (other than Inducement Awards as set forth in Section 15) shall not exceed (i) 3,425,278 Shares (the sum of (x) 4,250,000 Shares“Share Reserve”), plus (yii) the sum of the number of any Returning Shares subject which become available from time to outstanding awards under the Company’s 2010 Stock Plan (the “Predecessor Plan”) on the Effective Date that are subsequently forfeited or terminated for any reason before being exercised or settledtime, plus the number of Shares subject to vesting restrictions under the Predecessor Plan on the Effective Date that are subsequently forfeited, plus (iii) the number of reserved Shares not issued or subject to outstanding grants under the Predecessor 2014 Plan on the Effective Date, plus (ziv) an annual increase on the first day of each fiscal year, calendar year for a period of not more than ten years, years beginning on January 1, 2016, 2025 and ending on (and including) January 1, 20252034, in an amount equal to the lesser of (ix) four three percent (43%) of the total number of Shares outstanding Shares on the last day of the immediately preceding fiscal calendar year or (iiy) if the Board acts prior to the first day of the fiscal year, such lesser amount (including zero) that the Committee or Board determines for purposes of the annual increase for that fiscal calendar year. Notwithstanding the foregoing: (A) , the number of Shares that may be delivered in the aggregate pursuant to the exercise of ISOs granted under the Plan shall not exceed 16,833,333 five (5) times the number of Shares provided under clause (i) above plus, to the extent allowable under Section 422 of the Code and the Treasury Regulations promulgated thereunderCode, any Shares that become available for issuance under the Plan pursuant to Section 5(c5(b); and (B) an additional 543,872 Shares are authorized for issuance , but nothing in this Section 5 will be construed as Awards requiring that any, or any fixed number of, ISOs be awarded under the Plan as a result of the Company’s assumption of the 2015 ArcherDX, Inc. Stock Incentive Plan, provided such Awards may not be issued (I) to persons who were Employees, Consultants or Outside Directors of the Company or its Subsidiaries prior to October 2, 2020 (i.e., the date of the Company’s acquisition of ArcherDX, Inc.) or (II) following September 2, 2025 (i.e., the end of the original term of the 2015 ArcherDX, Inc. Stock Incentive Plan). The limitations of this Section 5(a) shall be subject to adjustment pursuant to Section 12. The number of Shares that are subject to Awards outstanding at any time under the Plan shall not exceed the number of Shares which then remain available for issuance under the Plan. The Company shall at all times reserve and keep available sufficient Shares to satisfy the requirements of the Plan.

Basic Limitation. Ordinary Shares offered under the Plan shall be authorized but unissued Shares shares or treasury Sharesshares. The maximum aggregate number of Ordinary Shares authorized for issuance as Awards under the Plan (other than Inducement Awards as set forth in Section 15) shall not exceed (i) 10,000,000 Ordinary Shares (the sum of (x) 4,250,000 Shares“Share Reserve”), plus (y) the sum of the number of Shares subject to outstanding awards under the Company’s 2010 Stock Plan (the “Predecessor Plan”) on the Effective Date that are subsequently forfeited or terminated for any reason before being exercised or settled, plus the number of Shares subject to vesting restrictions under the Predecessor Plan on the Effective Date that are subsequently forfeited, plus the number of reserved Shares not issued or subject to outstanding grants under the Predecessor Plan on the Effective Date, plus (zii) an annual increase on the first day of each fiscal year, year for a period of not more than ten years, (10) years beginning on January 1, 2016, 2024 and ending on (and including) January 1, 20252033, in an amount equal to the lesser of (ix) four five percent (45%) of the total number of Ordinary Shares outstanding Shares on the last day of the immediately preceding fiscal or year and (iiy) if the Board acts prior to the first day of the fiscal year, such lesser amount (including zero) that the Board or the Committee determines for purposes of the annual increase for that fiscal year. Notwithstanding the foregoing: (A) , the number of Ordinary Shares that may be delivered in the aggregate pursuant to the exercise of ISOs granted under the Plan shall not exceed 16,833,333 five (5) times the number of Ordinary Shares provided under clause (i) above plus, to the extent allowable under Section 422 of the Code and the Treasury Regulations promulgated thereunderCode, any Ordinary Shares that become available for issuance under the Plan pursuant to Section 5(c5(b); and (B) an additional 543,872 Shares are authorized for issuance , but nothing in this Section 5 will be construed as Awards requiring that any, or any fixed number of, ISOs be awarded under the Plan as a result of the Company’s assumption of the 2015 ArcherDX, Inc. Stock Incentive Plan, provided such Awards may not be issued (I) to persons who were Employees, Consultants or Outside Directors of the Company or its Subsidiaries prior to October 2, 2020 (i.e., the date of the Company’s acquisition of ArcherDX, Inc.) or (II) following September 2, 2025 (i.e., the end of the original term of the 2015 ArcherDX, Inc. Stock Incentive Plan). The limitations of this Section 5(a) shall be subject to adjustment pursuant to Section 12. The number of Ordinary Shares that are subject to Awards outstanding at any time under the Plan shall not exceed the number of Ordinary Shares which then remain available for issuance under the Plan. The Company shall at all times reserve and keep available sufficient Ordinary Shares to satisfy the requirements of the Plan.. GORILLA TECHNOLOGY GROUP INC. 2023 OMNIBUS INCENTIVE PLAN

Basic Limitation. Shares offered under the Plan shall be authorized but unissued Shares shares or treasury Sharesshares. The maximum aggregate number of Shares authorized for issuance as Awards under the Plan (other than Inducement Awards as set forth in Section 15) shall not exceed (i) [ ] Shares (the sum of (x) 4,250,000 Shares“Share Reserve”), plus (yii) the sum of the number of any Returning Shares subject which become available from time to outstanding awards under the Company’s 2010 Stock Plan (the “Predecessor Plan”) on the Effective Date that are subsequently forfeited or terminated for any reason before being exercised or settledtime, plus the number of Shares subject to vesting restrictions under the Predecessor Plan on the Effective Date that are subsequently forfeited, plus (iii) the number of reserved Shares not issued or subject to outstanding grants under the Predecessor 2014 Plan on the Effective Date, plus (ziv) an annual increase on the first day of each fiscal year, calendar year for a period of not more than ten years, years beginning on January 1, 2016, 2024 and ending on (and including) January 1, 20252034, in an amount equal to the lesser of (ix) four five percent (4( 5%) of the total number of Shares outstanding Shares on the last day of the immediately preceding fiscal calendar year or (iiy) if the Board acts prior to the first day of the fiscal year, such lesser amount (including zero) that the Committee or Board determines for purposes of the annual increase for that fiscal calendar year. Notwithstanding the foregoing: (A) , the number of Shares that may be delivered in the aggregate pursuant to the exercise of ISOs granted under the Plan shall not exceed 16,833,333 five (5) times the number of Shares provided under clause (i) above plus, to the extent allowable under Section 422 of the Code and the Treasury Regulations promulgated thereunderCode, any Shares that become available for issuance under the Plan pursuant to Section 5(c5(b); and (B) an additional 543,872 Shares are authorized for issuance , but nothing in this Section 5 will be construed as Awards requiring that any, or any fixed number of, ISOs be awarded under the Plan as a result of the Company’s assumption of the 2015 ArcherDX, Inc. Stock Incentive Plan, provided such Awards may not be issued (I) to persons who were Employees, Consultants or Outside Directors of the Company or its Subsidiaries prior to October 2, 2020 (i.e., the date of the Company’s acquisition of ArcherDX, Inc.) or (II) following September 2, 2025 (i.e., the end of the original term of the 2015 ArcherDX, Inc. Stock Incentive Plan). The limitations of this Section 5(a) shall be subject to adjustment pursuant to Section 12. The number of Shares that are subject to Awards outstanding at any time under the Plan shall not exceed the number of Shares which then remain available for issuance under the Plan. The Company shall at all times reserve and keep available sufficient Shares to satisfy the requirements of the Plan.