`
`
`
`Date:
`
`Time:
`
`Place:
`
`Directors Present:
`
`Founders Present:
`
`Directors Absent:
`
`Others Present:
`
`CALL TO ORDER
`
`MINUTES OF A MEETING OF
`THE BOARD OF DIRECTORS OF
`PERSONALIS, INC.
`
`July 18, 2012
`
`1:30 p.m. (Pacific Time)
`
`The offices of the Company at
`1350 Willow Road, Suite 202, Menlo Park, California
`
`Jonathan MacQuitty
`John West
`Chris Schaepe (in person; by telephone for a portion)
`Rowan Chapman
`
`None
`
`None
`
`Carol Tillis
`Richard Chen
`Christian Haudenschild
`James C. Kitch, Cooley LLP
`Alex de Winter, Mohr Davidow Ventures
`
`Mr. MacQuitty presided as chairman of the meeting and Mr. Kitch served as secretary of
`
`the meeting. Mr. MacQuitty called the meeting to order and announced that a quorum of the
`
`directors was present and that the meeting, having been duly convened, was ready to proceed
`
`with business.
`
`BUSINESS UPDATE
`
`Members of management reported on, and discussed with those present, progress in the
`
`development of the Company’s business, planning for 2012 and 2013,
`
`recent
`
`financial
`
`performance compared to the original plan and preliminary strategy for the Company’s next
`
`
`
`financing.
`
`1048197 vI/HN
`
`Personalis EX2073
`
`Personalis EX2073
`
`
`
`
`
`ACTION ITEMS
`
`Operating Budget. The directors approved management’s operating plan for the balance
`of 2012.
`
`Minutes; Scheduling. After review, the directors approved the minutes of the Board’s
`meeting on June 12, 2012. They also agreed to cancel
`the regular meeting of the Board
`scheduled for August 14, 2012.
`
`Options. The Board then discussed proposed stock option grants to be made from the
`Company’s 2011 Equity Incentive Plan. After discussion, upon motion duly made, seconded and
`unanimously carried, the following resolutions were adopted:
`
`
`
`RESOLVED,that the stock option grants underthe Company’s 2011 Equity
`Incentive Plan (the “Plan) to the individuals identified in Exhibit A be, and they
`hereby are, approved;
`
`RESOLVED FURTHER,that such stock option grants shall have a term of
`ten (10) years, shall vest and have such other rights as are set forth on Exhibit A,
`shall in other respects be evidenced by and be subject to the terms and conditions
`set forth in the Company’s standard form of stock option grant and shall have a
`per share exercise price equal to eleven cents ($0.1 1);
`
`after
`determines,
`hereby
`the Board
`that
`RESOLVED FURTHER,
`consideration of all relevant factors, including an independentappraisal, that the
`fair market value of the CommonStock of the Companyas ofthe date hereofis
`equalto eleven cents ($0.11) per share;
`
`the officers of the Company are hereby
`that
`RESOLVED FURTHER,
`authorized to execute such further documents and take such further actions as are
`necessary to implementthe foregoing.
`
`
`
`CLIA Lab Commitment. Based on management’s recommendation,the Board approved
`the expenditure of up to $175,000 under a consulting agreementrelating to the Company’s plan
`to qualify as a CLIA Dx Lab.
`
`
`
`1048197 vI/HN
`
`Personalis EX2073
`
`Personalis EX2073
`
`
`
`
`
`ADJOURNMENT
`
`There being no further business to come before the meeting, following a brief executive
`session of the non-managementdirectors, the meeting was duly adjournedat 4:00 p.m.
`
`RESPECTFULLY SUBMITTED,
`
` dad CICAA
`\James C. Kitch
`Secretary of the Meeting
`
`APPROVED:
`
`a
`Oo
`aT—
`Jonethon, Mack jitt,
`
`Jonathan MacQuitty
`b
`Chairman of the Meeting
`
`
`
`
`
`1048197 vI/HN
`
`Personalis EX2073
`
`Personalis EX2073
`
`
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