Lyell Immunopharma Inc. – Material Contracts Watch

from 10-Q 2 pages Lyell Immunopharma, Inc. Non-Employee Director Compensation Policy Adopted by the Board of Directors: November 11, 2019 Last Amended and Restated: April 9, 2026, to Be Effective June 10, 2026 Effective Date: June 10, 2026

from 10-K 23 pages Registration Rights Agreement by and Between Lyell Immunopharma, Inc. and Innovative Cellular Therapeutics Holdings Limited November 6, 2025 Registration Rights Agreement

from 10-K 61 pages Exclusive License Agreement by and Among Lyell Immunopharma, Inc., Innovative Cellular Therapeutics Holdings Limited and Innovative Cellular Therapeutics, Inc. Effective Date: November 6, 2025

from 10-K 2 pages Lyell Immunopharma, Inc. Non-Employee Director Compensation Policy Adopted by the Board of Directors: November 11, 2019 Last Amended and Restated: April 24, 2024, to Be Effective June 14, 2024 Effective Date: June 14, 2024

from 10-K 12 pages Lyell Immunopharma, Inc. 2021 Employee Stock Purchase Plan Adopted by the Board of Directors: June 8, 2021 Approved by the Stockholders: June 15, 2021 Ipo Date: June 16, 2021

from 10-K 26 pages Lyell Immunopharma, Inc. 2021 Equity Incentive Plan Adopted by the Board of Directors: June 8, 2021 Approved by the Stockholders: June 15, 2021

from 8-K 5 pages Your Proposed Start Date Is March 9, 2026, or Such Other Date as Mutually Agreed Upon, Subject to the Company’s Board of Directors Approving Before Such Date Your Appointment as the Company’s Chief Financial and Business Officer (The “Effective Date”). You Will Be Based Out of the South San Francisco Office. as Chief Financial and Business Officer, You Will Perform Duties as Are Commensurate and Consistent With Your Position and Will Report to Me. the Terms of This Offer Letter (The “Offer Letter”) and the Benefits Currently Provided by the Company Are as Follows: 1. Cash Compensation. (1) Salary. as of the Effective Date, Your Salary Will Be Five Hundred Thousand Dollars ($500,000) Annually, Less Payroll Deductions and Withholdings. It Will Be Paid on the Company’s Regular Payroll Schedule and Will Be Subject to Annual Review by the Company’s Board of Directors (The “Board”)

from 10-Q 7 pages As General Counsel, You Will Perform Duties as Are Commensurate and Consistent With Your Position. Your Position Will Be Officer Level and You Will Be Entitled to Defense, Indemnity and D&O Insurance Coverage to the Same Extent and at the Same Level as Other Officers in the Company. in Your Role as General Counsel, You Will Report to Me. the Terms of This Offer Letter (This “Offer Letter”) and the Benefits Currently Provided by the Company Are as Follows: 1. Cash Compensation. (1)salary. as of the Start Date, Your Salary Will Be Five Hundred Thousand Dollars ($500,000) Annually, Less Payroll Deductions and Withholdings. It Will Be Paid on the Company’s Regular Payroll Schedule and Will Be Subject to Annual Review by the Company’s Board of Directors (The “Board”)

from 10-Q 5 pages I Am Very Pleased to Confirm Our Offer to You of Employment as Chief Medical Officer at Lyell Immunopharma, Inc. (The “Company”). the Opportunity to Work With You to Build One of the World’s Great Companies Whose Goal Is Nothing Less Than to Develop Curative Therapies for Cancer Is One I Am Thrilled to Have and Know That Your Contributions Will Help Ensure That We Will Achieve Our Ambitions. Your Proposed Start Date Is June 9, 2025, or Such Other Date as Mutually Agreed Upon (The “Effective Date”). You Will Be Based Out of the South San Francisco Office. as Chief Medical Officer, You Will Perform Duties as Are Commensurate and Consistent With Your Position. in Your Role as Chief Medical Officer, You Will Report to Me. the Terms of This Offer Letter (The “Offer Letter”) and the Benefits Currently Provided by the Company Are as Follows: 1. Cash Compensation

from 8-K 34 pages Securities Purchase Agreement

from 10-K 25 pages Exclusive License Agreement

from 8-K 26 pages Registration Rights Agreement by and Among Lyell Immunopharma, Inc., Each of the Sellers Party Hereto and Wt Representative LLC, Solely in Its Capacity as the Representative of the Sellers October 31, 2024 Registration Rights Agreement

from 10-Q 2 pages Lyell Immunopharma, Inc. Non-Employee Director Compensation Policy Adopted by the Board of Directors: November 11, 2019 Last Amended and Restated: April 24, 2024, to Be Effective June 14, 2024 Effective Date: June 14, 2024

from 10-K 6 pages 1.position. I Am Delighted to Offer You a Position as Chief Scientific Officer (Cso). Your Proposed Start Date Is January 31, 2022. You Will Be Responsible for Overseeing the Research Organization and Will Initially Report to Elizabeth Homans, CEO. Your Role Is Categorized as a Traveler and You Will Be Authorized to Be Onsite Up to 3 Days Per Week Depending on Company Requirements. You Will Be Based Out of Our South San Francisco, California Office. the Company May Change Your Position, Duties, and Work Location From Time to Time in Its Discretion. 2. Cash Compensation

from 10-Q 2 pages Lyell Immunopharma, Inc. Non-Employee Director Compensation Policy Adopted and Effective: November 11, 2019 Last Amended and Restated: September 6, 2023

from 10-Q 6 pages As Lyell’s Chief Business Officer, You Will Perform Duties as Are Commensurate and Consistent With Your Position. Your Position Will Be Officer Level and You Will Be Entitled to Defense, Indemnity and D&O Insurance Coverage to the Same Extent and at the Same Level as Other Officers in the Company. in Your Role as Chief Business Officer You Will Report to Lynn Seely, President & CEO. the Terms of This Offer Letter (The "Offer Letter") and the Benefits Currently Provided by the Company Are as Follows: 1. Cash Compensation

from 10-Q 11 pages Release and Separation Agreement

from 8-K 6 pages As President and CEO, You Will Perform Duties as Are Commensurate and Consistent With Your Position. You Will Continue to Serve as a Member of the Company’s Board of Directors (The “Board”). During Your Employment With the Company You May Sit on a Maximum of Two (2) for Profit Outside Boards of Directors Other Than the Board, Which Can Be Publicly Traded or Privately Held Companies, Provided That Such Board Membership Does Not Result in a Material Conflict of Interest. Your Position Will Be Officer Level and You Will Be Entitled to Defense, Indemnity and D&O Insurance Coverage to the Same Extent and at the Same Level as Other Officers in the Company. in Your Role as President and CEO You Will Report to the Board. the Terms of This Offer Letter (The “Offer Letter”) and the Benefits Currently Provided by the Company Are as Follows: 1. Cash Compensation. (A) Salary. as of the Effective Date, Your Salary Will Be Six Hundred and Fifty Thousand Dollars ($650,000) Annually, Less Payroll Deductions and Withholdings. It Will Be Paid on the Company’s Regular Payroll Schedule, and Will Be Subject to Annual Increase by the Board

from 8-K 11 pages Separation, Transition and General Release Agreement

from 10-Q 6 pages 1.position. I Am Delighted to Offer You a Position as Chief Legal Officer. Your Proposed Start Date Is September 28, 2022. You Will Be Responsible for Overseeing the Legal Organization and Will Report to Elizabeth Homans, CEO. Your Role Is Categorized as a Traveler and You Will Be Authorized to Be Onsite Up to 3 Days Per Week Depending on Company Requirements. You Will Be Based Out of Our South San Francisco, California Office. the Company May Change Your Position, Duties, and Work Location From Time to Time in Its Discretion. 2. Cash Compensation