Welcome to Progenity!

About this Handbook / Disclaimer

One of the keys to our success is hiring good employees. We have hired you because we believe you havethe skills and the potential to help our Company succeed. We expect employees to perform the tasksassigned to them to the best of their abilities. We believe that hard work and commitment will not only benefitProgenity, Inc., but will help give all of our employees a sense of pride and accomplishment.

We are glad to have you as a member of our team. We hope that your employment proves mutuallysatisfying. Every employee has an important role in our operations and we value the abilities, experienceand background that they bring with them. It is our employees who provide the services that our customersrely upon and enable us to grow and create new opportunities in the years to come.

Our management team intends to provide employees with all of the support and the resources they will needto perform their job effectively. If, at any time, an employee needs assistance or guidance, the employeeshould not hesitate to ask any member of the management team.

This Employee Handbook contains information about the employment policies and practices of Progenity,Inc. (“Progenity” or “Company”) and any state supplement, if applicable, which are located at the end of thishandbook. These policies reflect the Company’s values, and we expect each employee to read thisEmployee Handbook carefully as it is a valuable reference for understanding your job and Progenity.

We do not expect this handbook to answer all of your questions. Your Supervisor and Human Resourcesalso will be a major source of information.

Neither this handbook nor any other verbal or written communication by a management representative, is,nor should it be considered to be, an agreement, contract of employment, express or implied, or a promise oftreatment in any particular manner in any given situation nor does it confer any contractual rightswhatsoever. Progenity adheres to the policy of employment at will, which permits the Company or theemployee to terminate the employment relationship at any time, for any reason, with or without cause ornotice.

No Company representative other than an approved executive may modify at-will status and/or provide anyspecial arrangement concerning terms or conditions of employment in an individual case or generally. Anysuch modification must be in a written agreement signed by the employee and the Executive Chairman ofthe Company.

Many matters covered by this handbook, such as benefit plan descriptions, are also described in separateCompany documents. These Company documents are always controlling over any statement made in thishandbook or by any member of management.

This handbook states only general Company guidelines. The Company may, at any time, in its solediscretion, modify or vary from anything stated in this handbook, with or without notice, except for the rightsof the parties to terminate employment at will, which may only be modified by an express written agreementsigned by the employee and the Executive Chairman of the Company.

This handbook supersedes all prior handbooks.

Table of Contents

Section 1 - Governing Principles of Employment.................................................................................... 11-1. Welcome Statement........................................................................................................................................1

1-2. Equal Employment Opportunity......................................................................................................................1

1-3. Prohibited Harassment....................................................................................................................................2

1-4. Workplace Violence.........................................................................................................................................4

Section 2 - Operational Policies ............................................................................................................. 62-1. Employee Classifications .................................................................................................................................6

2-2. Trial Period ......................................................................................................................................................6

2-3. Your Employment Records ..............................................................................................................................6

2-4. Working Hours and Schedule ..........................................................................................................................7

2-5. Timekeeping Procedures .................................................................................................................................7

2-6. Overtime..........................................................................................................................................................7

2-7. Pay for Mandatory Meetings/Trainings ..........................................................................................................8

2-8. Safe Harbor Policy for Exempt Employees ......................................................................................................8

2-9. Your Paycheck .................................................................................................................................................9

2-10. Discussion of Wages......................................................................................................................................9

2-11. Bonus Eligibility .............................................................................................................................................9

2-12. Direct Deposit............................................................................................................................................. 10

2-13. Performance Reviews................................................................................................................................. 10

2-14. Internal Job Postings .................................................................................................................................. 10

2-15. Reimbursement Policy for Business Expenses............................................................................................ 11

2-16. Driving for Company Business.................................................................................................................... 11

2-17. Background Checks..................................................................................................................................... 11

2-18. Release of Personal Information ............................................................................................................... 12

Section 3 - Benefits.............................................................................................................................. 133-1. Benefits Overview ........................................................................................................................................ 13

3-2. Holidays ........................................................................................................................................................ 13

3-3. Disability Accommodation............................................................................................................................ 14

3-4. Religious Accommodation............................................................................................................................ 15

3-5. Lactation Accommodation ........................................................................................................................... 15

3-6. Paid Time Off (PTO) ...................................................................................................................................... 16

3-7. Insurance Programs...................................................................................................................................... 16

3-8. Tuition Reimbursement................................................................................................................................ 17

3-9. Workers’ Compensation............................................................................................................................... 17

3-10. Short-Term Disability.................................................................................................................................. 17

3-11. Long-Term Disability................................................................................................................................... 17

3-12. Employee Assistance Program................................................................................................................... 18

3-13. Employee Referral Awards ........................................................................................................................ 18

3-14. Retirement Plan.......................................................................................................................................... 18

3-15. Medical Benefits Continuation Upon Employment Termination ............................................................... 19

Section 4 - Leaves of Absence ............................................................................................................ 204-1. Personal Leave.............................................................................................................................................. 20

4-2. Military Leave ............................................................................................................................................... 20

4-3. Jury Duty Leave............................................................................................................................................. 21

4-4. Bereavement Leave ...................................................................................................................................... 21

4-5. Voting Leave................................................................................................................................................. 21

4-6. Family and Medical Leave ............................................................................................................................ 21

4-7. Other Leaves of Absence.............................................................................................................................. 28

Section 5 - General Standards of Conduct........................................................................................... 295-1. Workplace Conduct ...................................................................................................................................... 29

5-2. Punctuality and Attendance......................................................................................................................... 30

5-3. Use of Communication and Computer Systems ........................................................................................... 31

5-4. Use of Social Media ...................................................................................................................................... 32

5-5. Contact With the Media............................................................................................................................... 32

5-6. Personal and Company-Provided Portable Communication Devices ........................................................... 33

5-7. Personal Visits and Telephone Calls ............................................................................................................. 34

5-8. Solicitation and Distribution......................................................................................................................... 34

5-9. Confidential Company Information.............................................................................................................. 34

5-10. Use of Marketing Literature and Company Trademarks............................................................................ 34

5-11. Conflict of Interest and Business Ethics ..................................................................................................... 35

5-12. Use of Facilities, Equipment and Property, Including Intellectual Property............................................... 35

5-13. Health and Safety ...................................................................................................................................... 36

5-14. Whistleblower Protection.......................................................................................................................... 36

5-15. Hiring Relatives........................................................................................................................................... 36

5-16. Non-Fraternization Policy ........................................................................................................................... 36

5-17. Employee Dress and Personal Appearance ................................................................................................ 37

5-18. References.................................................................................................................................................. 38

5-19. If You Must Leave Us ................................................................................................................................. 38

5-20. Exit Interview.............................................................................................................................................. 38

5-21. A Few Closing Words ................................................................................................................................. 38

Section 6 – State-Specific Policies/Guidelines ..................................................................................... 396-1. California ...................................................................................................................................................... 39

6-2. Michigan....................................................................................................................................................... 55

6-3. Texas............................................................................................................................................................. 57

Important Contacts

Executive Chairman Harry Stylli 760-494-1541

General Counsel/Legal Clarke Neumann 760-494-1554

Human ResourcesRobyn HattonTamara Hunter (San Diego/Sales)Meghan Weber (Ann Arbor)

734-794-0636760-494-1756734-794-0719

Payroll Samantha Chi 760-494-1548Accounting Aly Stigall 760-494-1540Media Contact Amy Mattix 760-494-1553

Employee AssistanceProgram (EAP)

ComPsychAetna Resources for Living

888-628-4824800-342-8111

Compliance Hotline EthicsPoint 855-458-8345

IT Helpdesk Helpdesk.progenity.com 734-794-0700

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Section 1 - Governing Principles of Employment

1-1. Welcome Statement

Progenity has always emphasized that outstanding people are the key to our success. Our strength andfuture growth depend on the contributions made by you and each person within our organization. Weunderstand that it is our employees who provide the services that our customers rely upon, and who willgrow and enable us to create new opportunities in the years to come. We are proud to have you as part ofour team.

To ensure continued success, we feel it is important that all employees understand our policies andprocedures. This Employee Handbook will familiarize employees with the various aspects of working withus. We encourage all employees to use the Handbook as a valuable resource for understanding ourCompany.

1-2. Equal Employment Opportunity

Progenity, Inc. is an equal opportunity employer. In accordance with applicable law, we prohibitdiscrimination and harassment against employees, applicants for employment, individuals providingservices in the workplace pursuant to a contract, paid and unpaid interns and volunteers based on theiractual or perceived: race, religious creed, color, national origin, citizenship status, ancestry, physical ormental disability, medical condition, genetic information, marital status (including registered domesticpartnership status), sex (including pregnancy, childbirth, lactation and related medical conditions), gender(including gender identity and expression), age (40 and over), sexual orientation, arrest record, Civil AirPatrol status, military and veteran status and any other consideration protected by federal, state or local law(collectively referred to as "protected characteristics"). Our management team is dedicated to this policywith respect to recruitment, hiring, placement, promotion, transfer, training, compensation, benefits,employee activities and general treatment during employment that may affect any terms, conditions, andprivileges of employment.

For purposes of this policy, discrimination on the basis of "national origin" also includes discriminationagainst an individual because that person holds or presents a state driver's license issued to those whocannot document their lawful presence in the United States. An employee's or applicant for employment'simmigration status will not be considered for any employment purpose except as necessary to comply withfederal, state or local law. Our commitment to equal employment opportunity applies to all persons involvedin our operations and prohibits unlawful discrimination and harassment by any employee (includingsupervisors and co-workers), agent, client, customer or vendor.

Genetic Information: Title II of the Genetic Information Nondiscrimination Act of 2008 (“GINA”) protectsapplicants and employees from discrimination based on genetic information in hiring, promotion,termination, pay, fringe benefits, job training, classification, referral, and other aspects of employment.GINA also restricts employers’ acquisition of genetic information and strictly limits disclosure of geneticinformation. Genetic information includes information about genetic tests of applicants, employees, or theirfamily members; the manifestation of diseases or disorders in family members (family medical history); andrequests for or receipt of genetic services by applicants, employees, or their family members. It is theCompany’s intent to comply with GINA. If you feel that you are being asked to disclose genetic informationimproperly, contact Human Resources.

Any employees with questions or concerns about equal employment opportunities in the workplace areencouraged to bring these issues to the attention of your Supervisor or Human Resources. The Companywill not allow any form of retaliation against individuals who raise issues of equal employment opportunity.

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To ensure our workplace is free of artificial barriers, violation of this policy will lead to discipline, up to andincluding termination. All employees must cooperate with all investigations.

1-3. Prohibited Harassment

Progenity, Inc. is committed to providing a work environment that is free of illicit harassment based on anyprotected characteristics. As a result, the Company maintains a strict policy prohibiting sexual harassmentand harassment against employees, applicants for employment, individuals providing services in theworkplace pursuant to a contract, unpaid interns or volunteers based on any legally-recognized basis,including, but not limited to, their actual or perceived race, religious creed, color, national origin, citizenshipstatus, ancestry, physical or mental disability, medical condition, genetic information, marital status(including registered domestic partnership status), sex (including pregnancy, childbirth, lactation andrelated medical conditions), gender (including gender identity and expression), age (40 and over), sexualorientation, arrest record, Civil Air Patrol status, military and veteran status and any other considerationprotected by federal, state or local law (collectively referred to as "protected characteristics"). Forpurposes of this policy, discrimination on the basis of "national origin" also includes harassment against anindividual because that person holds or presents a state driver's license issued to those who cannotdocument their lawful presence in the United States. All such harassment is prohibited.

This policy applies to all persons involved in our operations, including coworkers, supervisors, managers,temporary or seasonal workers, agents, clients, vendors, customers, or any other third party interactingwith the Company ("third parties") and prohibits proscribed harassing conduct by any employee or thirdparty of Progenity, including nonsupervisory employees, supervisors and managers. If such harassmentoccurs on the Company's premises or is directed toward an employee or a third party interacting with theCompany, the procedures in this policy should be followed.

Sexual Harassment Defined

Sexual harassment includes unwanted sexual advances, requests for sexual favors or visual, verbal orphysical conduct of a sexual nature when:

Submission to such conduct is made a term or condition of employment; or

Submission to, or rejection of, such conduct is used as a basis for employment decisions affecting theindividual; or

Such conduct has the purpose or effect of unreasonably interfering with an employee's workperformance or creating an intimidating, hostile or offensive working environment.

Sexual harassment also includes various forms of offensive behavior based on sex and includesgender-based harassment of a person of the same sex as the harasser. The following is a partial list:

Unwanted sexual advances.

Offering employment benefits in exchange for sexual favors.

Making or threatening reprisals after a negative response to sexual advances.

Visual conduct: leering; making sexual gestures; displaying sexually suggestive objects or pictures,cartoons, posters, websites, emails or text messages.

Verbal conduct: making or using derogatory comments, epithets, slurs, sexually explicit jokes, orcomments about an employee's body or dress.

Verbal sexual advances or propositions.

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Verbal abuse of a sexual nature; graphic verbal commentary about an individual's body; sexuallydegrading words to describe an individual; suggestive or obscene letters, notes or invitations.

Physical conduct: touching, assault, impeding or blocking movements. Retaliation for reporting harassment or threatening to report sexual harassment. An employee may be liable for harassment based on sex even if the alleged harassing conduct was

not motivated by sexual desire. An employee who engages in unlawful harassment may be personallyliable for harassment even if the Company had no knowledge of such conduct.

Other Types of Harassment

Prohibited harassment on the basis of any legally protected classification, including, but not limited to:race, color, national origin, ancestry, physical or mental disability, medical condition, genetic information,marital status (including domestic partnership status), age (40 or over), sexual orientation, Civil Air Patrolstatus, military and veteran status, immigration status or any other consideration protected by federal,state or local law, includes behavior similar to the illustrations above pertaining to sexual harassment. Thisincludes conduct such as:

Verbal conduct including threats, epithets, derogatory comments or slurs based on an individual'sprotected classification;

Visual conduct, including derogatory posters, photographs, cartoons, drawings or gestures based onprotected classification; and

Physical conduct, including assault, unwanted touching or blocking normal movement because of anindividual's protected status.

Abusive Conduct Prevention

It is expected that the Company and persons in the workplace perform their jobs productively as assigned,and in a manner that meets all of managements' expectations, during working times, and that they andrefrain from any malicious, patently offensive or abusive conduct including but not limited to conduct that areasonable person would find offensive based on any of the protected characteristics described above.Examples of abusive conduct include repeated infliction of verbal abuse, such as the use of malicious,derogatory remarks, insults, and epithets, verbal or physical conduct that a reasonable person would findthreatening, intimidating, or humiliating, or the intentional sabotage or undermining of a person's workperformance.

Protection Against Retaliation

Retaliation is prohibited against any person by another employee or by Progenity, Inc. for using theCompany's complaint procedure, reporting proscribed discrimination or harassment or filing, testifying,assisting or participating in any manner in any investigation, proceeding or hearing conducted by agovernmental enforcement agency. Prohibited retaliation includes, but is not limited to, termination,demotion, suspension, failure to hire or consider for hire, failure to give equal consideration in makingemployment decisions, failure to make employment recommendations impartially, adversely affectingworking conditions or otherwise denying any employment benefit.

Discrimination, Harassment, Retaliation and Abusive Conduct Complaint Procedure

Any employee who believes that he or she has been harassed, discriminated against, or subjected toretaliation or abusive conduct by a co-worker, supervisor, agent, client, vendor, customer, or any other thirdparty interacting with Progenity, Inc. in violation of the foregoing policies, or who is aware of such behavioragainst others, should immediately provide a written or verbal report to his or her supervisor, any other

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member of management, Human Resources, or by reaching out to our ethics hotline, EthicsPoint, 855-458-8345.

Employees are not required to make a complaint directly to their immediate supervisor. Supervisors andmanagers who receive complaints of misconduct must immediately report such complaints to HumanResources who will attempt to resolve issues internally.

When a report is received, the Company will conduct a fair, timely, thorough and objective investigationthat provides all parties appropriate due process and reaches reasonable conclusions based on theevidence collected. The Company expects all employees to fully cooperate with any investigationconducted by the Company into a complaint of proscribed harassment, discrimination or retaliation orregarding the alleged violation of any other Company policies. The Company will maintain confidentialitysurrounding the investigation to the extent possible and to the extent permitted under applicable federaland state law.

Upon completion of the investigation, the Company will communicate its conclusion as soon as practical. Ifthe Company determines that this policy has been violated, remedial action will be taken, commensuratewith the severity of the offense, up to and including termination of employment. Appropriate action will alsobe taken to deter any such conduct in the future.

The federal Equal Employment Opportunity Commission (EEOC) and the California Department of FairEmployment and Housing (DFEH) will accept and investigate charges of unlawful discrimination orharassment at no charge to the complaining party. Information may be located by visiting the agencywebsite at www.eeoc.gov or www.dfeh.ca.gov.

1-4. Workplace Violence

Progenity, Inc. is strongly committed to providing a safe workplace. The purpose of this policy is tominimize the risk of personal injury to employees and damage to Company and personal property.

We do not expect you to become an expert in psychology or to physically subdue a threatening or violentindividual. Indeed, we specifically discourage you from engaging in any physical confrontation with aviolent or potentially violent individual. However, we do expect and encourage you to exercise reasonablejudgment in identifying potentially dangerous situations.

Experts in the mental health profession state that prior to engaging in acts of violence, troubled individualsoften exhibit one or more of the following behaviors or signs: over-resentment, anger and hostility; extremeagitation; making ominous threats such as bad things will happen to a particular person, or a catastrophicevent will occur; sudden and significant decline in work performance; irresponsible, irrational, intimidating,aggressive or otherwise inappropriate behavior; reacting to questions with an antagonistic or overtlynegative attitude; discussing weapons and their use, and/or brandishing weapons in the workplace;overreacting or reacting harshly to changes in Company policies and procedures; personality conflicts withco-workers; obsession or preoccupation with a co-worker or Supervisor; attempts to sabotage the work orequipment of a co-worker; blaming others for mistakes and circumstances; demonstrating a propensity tobehave and react irrationally.

Prohibited Conduct

Threats, threatening language or any other acts of aggression or violence made toward or by anyCompany employee WILL NOT BE TOLERATED. For purposes of this policy, a threat includes any verbalor physical harassment or abuse, any attempt at intimidating or instilling fear in others, menacing gestures,flashing of weapons, stalking or any other hostile, aggressive, injurious or destructive action undertakenfor the purpose of domination or intimidation. To the extent permitted by law, employees and visitors areprohibited from carrying weapons onto Company premises.

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Procedures for Reporting a Threat

All potentially dangerous situations, including threats by co-workers, should be reported immediately toany member of management with whom you feel comfortable. Reports of threats may be maintainedconfidential to the extent maintaining confidentiality does not impede our ability to investigate and respondto the complaints. All threats will be promptly investigated. All employees must cooperate with allinvestigations. No employee will be subjected to retaliation, intimidation or disciplinary action as a result ofreporting a threat in good faith under this policy.

If the Company determines, after an appropriate good faith investigation, that someone has violated thispolicy, the Company will take swift and appropriate disciplinary action, up to and including termination.

If you are the recipient of a threat made by an outside party, please follow the steps detailed in this section.It is important for us to be aware of any potential danger in our offices. Indeed, we want to take effectivemeasures to protect everyone from the threat of a violent act by an employee or by anyone else.

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Section 2 - Operational Policies

2-1. Employee Classifications

Employees of Progenity are classified as either exempt or nonexempt under federal and state wage andhour laws, and are further classified for administrative purposes. The following designations are usedthroughout this Handbook.

Full-Time Employees – Employees who regularly work at least 30 hours per week who were not hired on ashort-term basis.

Part-Time Employees – Employees who regularly work fewer than 30 hours per week who were not hiredon a short-term basis.

Short-Term Employees – Employees who were hired for a specific short-term project, or on a short-termfreelance, per diem or temporary basis. Short-Term Employees generally are not eligible for Companybenefits.

In addition to the above categories, employees are classified as either “exempt” or “non- exempt” forpurposes of federal and state wage and hour laws. Employees classified as exempt do not receive overtimepay; they generally receive the same weekly salary regardless of hours worked. Such salary may be paidless frequently than weekly. You will be informed of your classification upon hire and informed of anysubsequent changes to your classification.

2-2. Trial Period

The first three months of your employment is an introductory period. This is an opportunity for the Companyto evaluate your performance. It also is an opportunity for you to decide whether you are happy beingemployed by the Company. The Company may extend the introductory period if it desires. Completion ofthe introductory period does not alter an employee’s at-will status.

2-3. Your Employment Records

In order to obtain your position, you provided us with personal information, such as your address andtelephone number. This information is contained in your personnel file.

Please keep your personnel file up to date by informing Human Resources of any changes. Also, pleaseinform Human Resources of any specialized training or skills you may acquire in the future, as well as anychanges to any required visas. Unreported changes of address, marital status, etc. can affect yourwithholding tax and benefit coverage. Further, an “out of date” emergency contact or an inability to reachyou in a crisis could cause a severe health or safety risk or other significant problem.

Employees may inspect their own personnel file in the presence of a Human Resources representative ofProgenity. Please contact Human Resources to schedule a time. Employees may not be allowed to viewinvestigation records or any letters of reference that have been prepared or collected by management.Employees will be provided access to personnel records in accordance with applicable state law.

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Only authorized members of management and Human Resources have access to an employee's personnelfile. However, the Company will cooperate with - and provide access to an employee's personnel file to -law enforcement officials or local, state or federal agencies in accordance with applicable law.

2-4. Working Hours and Schedule

Progenity, Inc. normally is open for business from 8:00 am to 8:00 pm ET, Monday through Saturday. Somedepartments may have modified hours and schedules based on laboratory needs. Working hours may alsodiffer depending on the location of your facility. For working hours specific to your state, please consult thestate-specific sections of this Handbook. Your schedule within those hours is determined upon hire. You willbe expected to begin and end work according to your assigned schedule. To accommodate the needs ofour business, at some point we may need to change individual work schedules on either a short-term orlong-term basis.

Employees will be provided meal and rest periods as required by law. For policies pertaining to mealperiods and rest breaks in your state, if any, please consult the state-specific section of this Handbook.Your Supervisor will also provide further details.

2-5. Timekeeping Procedures

Employees must record their actual time worked for payroll and benefit purposes. Non-exempt employeesmust record the time work begins and ends, as well as the beginning and ending time of any departure fromwork for any non-work-related reason, on forms as prescribed by management. Non-exempt employeesmust also clock out for their meal periods. At the end of any meal period, such employees must clock backin and promptly return to work.

Employees are prohibited from working “off the clock.” Non-exempt employees must record all timeworked, even if that time includes overtime, and even if that overtime was not authorized or approved. Youwill be compensated for all hours you actually work.

Altering, falsifying or tampering with time records is prohibited and subjects the employee to discipline, upto and including termination.

Exempt employees are required to report full or partial days of absence from work for reasons such asleaves of absence, paid time off (PTO) or personal business.

It is your responsibility to certify the accuracy of all time recorded. Any errors in your time record should bereported immediately to your Supervisor and Human Resources, who will attempt to correct legitimateerrors.

2-6. Overtime

Like most successful companies, we experience periods of extremely high activity. During these busyperiods, additional work is required from all of us. Your Supervisor is responsible for monitoring businessactivity and requesting overtime work if it is necessary. Effort will be made to provide you with adequateadvance notice in such situations.

Any non-exempt employee who works overtime will be compensated at the rate of one and one-half times(1.5) the regular rate of pay for all time worked in excess of forty (40) hours each week, unless otherwiserequired by law. For purposes of calculating overtime, the workweek begins at 12 a.m. on Sunday and

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ends at 11:59 p.m. on the following Saturday. Holiday, vacation and sick time hours are not considered astime worked for overtime purposes.

Employees are expected to have prior management authorization for overtime work. However, employeeswill be paid for all overtime hours worked, whether or not such time was required or approved bymanagement. Repeated working of unapproved overtime may result in disciplinary action up to andincluding termination.

All non-exempt employees must accurately record all time worked on their time clock records. “Off theclock” work is expressly prohibited. Employees are required to immediately notify their Supervisor orHuman Resources if they believe they are being pressured or coerced by any manager, supervisor, orother employee to not accurately record all time worked.

Exempt employees may have to work hours beyond their normal schedules as work demands require. Noovertime compensation will be paid to exempt employees.

2-7. Pay for Mandatory Meetings/Trainings

The Company will pay non-exempt employees for attendance at meetings, lectures and training programsprovided that the employee has obtained prior management approval.

2-8. Safe Harbor Policy for Exempt Employees

It is our policy and practice to accurately compensate employees and to do so in compliance with allapplicable state and federal laws. To ensure that you are paid properly and that no improper deductions aremade, you must review your pay statements promptly to identify and report all errors.

If you are classified as an exempt salaried employee, you will receive a salary which is intended tocompensate you for all hours you may work for the Company. This salary will be established at the time ofhire or when you become classified as an exempt employee. While it may be subject to review andmodification from time to time, such as during salary review times, the salary will be a predeterminedamount.

Under federal and state law, your salary is subject to certain deductions. For example, unless state lawrequires otherwise, your salary can be reduced for the following reasons:

Full-day absences for personal reasons. Full-day absences for sickness or disability. Full-day disciplinary suspensions for infractions of our written policies and procedures. Family and

Medical Leave absences (either full- or partial-day absences). To offset amounts received as payment for jury and witness fees or military pay. The first or last week of employment in the event you work less than a full week. Any full work week in which you do not perform any work.

Your salary may also be reduced for certain types of deductions such as your portion of health, dental orlife insurance premiums; state, federal or local taxes; social security; or voluntary contributions to a 401(k)or pension plan.

In any work week in which you performed any work, your salary will not be reduced for any of the followingreasons:

Partial day absences for personal reasons, sickness or disability.

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Your absence on a day because your employer has decided to close a facility on a scheduled work day. Absences for jury duty, attendance as a witness, or military leave in any week in which you have

performed any work. Any other deductions prohibited by state or federal law.

However, unless state law provides otherwise, deductions may be made to your accrued paid time off(PTO) for full- or partial-day absences for personal reasons, sickness or disability.

If you believe you have been subject to any improper deductions, you should immediately report the matterto your Supervisor. If your Supervisor is unavailable or if you believe it would be inappropriate to contactthat person (or if you have not received a prompt and fully acceptable reply), you should immediatelycontact Human Resources or any other supervisor in the Company with whom you feel comfortable.

2-9. Your Paycheck

You will be paid bi-weekly for all the time you have worked during the past pay period.

Your pay statement itemizes deductions made from your gross earnings. By law, the Company is requiredto make deductions for Social Security, federal income tax and any other appropriate taxes. These requireddeductions also may include any court-ordered garnishments. Your pay statement will also differentiatebetween regular pay received and overtime pay received.

If you believe there is an error in your pay or if you cannot determine the gross wages or net wages paid,which deductions the Company made from gross wages, the name and address of the Company, or yourname and the last four digits of your social security number and/or your employee ID number, bring thematter to the attention of Human Resources immediately so the Company can resolve the matter quicklyand amicably.

Your paycheck will be given only to you, unless you request that it be mailed, or authorize in writinganother person to accept your check for you.

2-10. Discussion of Wages

Employees are permitted to disclose or discuss the amount of their wages or the wages of anotheremployee, if voluntarily disclosed by that employee. The Company will not terminate, discipline or otherwisediscriminate or retaliate against employees because they engage in exercising their rights, disclosures, ordiscussions or inquires and about the wages of another employee.

Employees are prohibited from disclosing personnel and payroll information learned solely in the course ofperforming their job duties. For example, an employee who has access to the salaries of other employeesbecause he or she processes payroll checks may not disclose the salary of those co-workers.

2-11. Bonus Eligibility

To be entitled to receive a bonus, an employee must be employed on the date bonuses are distributed.Bonuses are generally distributed March following end of calendar year.

All full-time employees are eligible to receive a bonus, provided they were employed duringthe bonus period starting from the beginning of January to end of September during the previous year.

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Part-time employees (hourly employees regularly scheduled to work 30 or less hours per week) are noteligible for bonuses.

Bonuses will be pro-rated for any period of time which the employee was not employed duringthe bonus period. For example, an employee that commences employment on July 1 will be eligible for50% of their full year bonus.

Employees will not be credited with time for periods of unpaid leave, although they shall remain eligible forbonuses on a pro-rated basis. For example, an employee that takes 12 weeks of unpaid FMLA leave will beeligible to receive 75% of their full bonus.

Simply because an employee is eligible for a bonus, does not mean that an employee will receive a bonus.Bonuses are determined based upon a number of factors, including but not limited to, an employee'sindividual performance as well as the company's overall performance.

2-12. Direct Deposit

Progenity, Inc. strongly encourages employees to use direct deposit. Authorization forms are available fromHuman Resources.

2-13. Performance Reviews

Formal Performance reviews are generally scheduled once a year. However, please understand that apositive performance evaluation does not guarantee an increase in salary, a promotion, or continuedemployment. Compensation increases and the terms and conditions of employment, including jobassignments, transfers, promotions, and demotions, are determined by and at the discretion ofmanagement.

In addition to these formal performance evaluations, the Company encourages you and your Supervisor todiscuss your job performance on a frequent and ongoing basis.

2-14. Internal Job Postings

The Company is dedicated to assisting employees in managing their careers and reaching theirprofessional goals through promotion and transfer opportunities. This policy outlines the online job postingprogram which is in place for all employees. To be eligible to apply for an open position, employees mustmeet several requirements:

Must have six or more months of experience in their current position. Must not have received any corrective actions within the last six (6) months to be eligible to apply for

internal postings or be considered for any promotion or transfer Must meet the minimum job qualifications listed on the job posting You are encouraged to provide your manager with oral or written notice prior to applying for the position

If you find a position of interest on the job posting website and meet the eligibility requirements, pleasenotify your manager and reach out to Human Resources. Not all positions are guaranteed to be posted.The Company reserves the right to seek applicants solely from outside sources or to post positionsinternally and externally simultaneously.

For more specific information about the program, please contact Human Resources.

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2-15. Reimbursement Policy for Business Expenses

Progenity will reimburse employees for necessary and reasonable business expenses. In keeping withProgenity’s values and culture, each employee is expected to abide by the general principles of trust &honor when incurring business expenses. Please refer to the Progenity’s Travel & Entertainment Policyand Guidelines for information regarding the requirements of incurring and submitting business expenses.

2-16. Driving for Company Business

Progenity provides company-owned vehicles for approved selected employees to drive on company-designated business. The Company will also reimburse these employees for business use ofpersonal vehicles in accordance with this policy and the Travel and Entertainment Policy.

All employees are expected to comply with all local, state, and federal laws while operating companyvehicles and other equipment or driving a personal vehicle for business purposes. The Company maydiscipline employees who engage in unlawful conduct. For example, employees who are assigned to drivea company-owned vehicle or otherwise required to drive as part of their job duties are required to have andmaintain a valid driver's license, wear seat belts, and travel at a safe speed. The improper, careless,negligent, destructive, or unsafe use or operation of equipment or vehicles, as well as excessive oravoidable traffic and parking violations, may result in disciplinary action, up to and including termination ofemployment. Employees will be responsible for all liabilities, fines, etc. that result from such traffic andparking violations, to the extent permissible under the law.

Employees are to use their company-owned vehicle for work-related purposes only, but may run incidental,personal errands during their commute to and from work or during their meal break. This commuting andmeal break time is the employee's time. Employees are not allowed to use company vehicles outside ofnormal work hours unless specifically authorized by senior management. Employees who have beenassigned company-owned vehicles may use these vehicles for personal use, providing that all gasoline andoil consumed for personal use is paid for by the employee.]

Company vehicles are to be driven by authorized employees only, except in the case of repair testing by amechanic. Any accidents in company vehicles or while driving on company business, regardless of severity,must be reported immediately to the police and to the Human Resources Department. Failing to stop afteran accident and/or failure to report an accident may result in disciplinary action up to and includingtermination of employment.

Drivers are responsible for the security of company vehicles assigned to them. The vehicle engine must beshut off, ignition keys removed, and vehicle doors locked whenever the vehicle is left unattended.

2-17. Background Checks

The Company reserves the right to conduct background checks, reference checks and investigations onapplicants, employees and former employees in connection with employment decisions, its defense inlawsuits and administrative actions, and employee misconduct. These checks may be necessary, forexample, if our employees are victims of theft, harassment, dishonesty or workplace violence.

Applicants and employees will be subject to background checks that may include, but are not limited to,criminal background checks, motor vehicle reports, FACIS (Fraud and Abuse Control Information Systems)healthcare fraud checks, education, and employment. Motor Vehicle and FACIS reports will be run on allapplicable employees on an annual basis.

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In addition, the Company is required by law to verify the identity and employment eligibility of all personshired to work in the United States. The Company participates in E-Verify for this purpose.

2-18. Release of Personal Information

From time to time, the Company may disclose your personal information, including Social Securitynumbers, for purposes of your employment or as may be required in connection with the Company’sbusiness, including, but not limited to completing applications, credentialing forms, and otherdocumentation required in connection with laboratory certifications and state and federal healthcareprogram reimbursement for the Company’s services.

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Section 3 - Benefits

3-1. Benefits Overview

In addition to good working conditions and competitive pay, it is Progenity’s policy to provide a combinationof supplemental benefits to all eligible employees. In keeping with this goal, each benefit program has beencarefully devised. These benefits include time-off benefits, such as vacations and holidays, medical, dental,vision, life, 401k, and other plan benefits. We are constantly studying and evaluating our benefits programsand policies to better meet your present and future requirements.

The next few sections contain a brief outline of the benefits programs Progenity provides for you and yourfamily. Of course, the information presented here is intended to serve only as guidelines.

The descriptions of the insurance and other plan benefits merely highlight certain aspects of the applicableplans for your general information only. The details of those plans are spelled out in the official plandocuments, which are located on our intranet, Work Life. You can also reach out to Human Resources for acopy. Additionally, the provisions of the plans, including eligibility and benefits provisions, are summarizedin the summary plan descriptions (“SPDs”) for the plans (which may be revised from time to time). In thedetermination of benefits and all other matters under each plan, the terms of the official plan documentsshall govern over the language of any descriptions of the plans, including the SPDs and this handbook.

Further, Progenity, Inc. (including the officers and administrators who are responsible for administering theplans) retains full discretionary authority to interpret the terms of the plans, as well as full discretionaryauthority with regard to administrative matters arising in connection with the plans and all issues concerningbenefit terms, eligibility and entitlement.

While the Company intends to maintain these employee benefits, it reserves the absolute right to modify,amend or terminate these benefits at any time and for any reason.

If you have any questions regarding your benefits, please contact Human Resources.

3-2. Holidays

The Company recognizes the following holidays: New Year’s Day, President’s Day, Memorial Day,Independence Day, Labor Day, Thanksgiving Day, and Day after Thanksgiving, Christmas Eve, ChristmasDay, and New Year’s Eve.

Full-time employees will be paid eight (8) hours for these holidays even if the Company is closed. Part-timeemployees will be paid four (4) hours for these holidays even if the company is closed. (Interns are noteligible for holiday pay.) Employees may be required to work holidays. Employees who work on arecognized holiday will receive holiday pay plus wages at a rate equivalent to one and one-half the regularrate for the hours worked on the holiday.

A recognized holiday that falls on a Saturday will be observed on the preceding Friday. A recognizedholiday that falls on a Sunday will be observed on the following Monday.

An employee must work the last scheduled workday before and the first scheduled workday after theholiday to receive the holiday benefit (unless on a planned absence). If a recognized holiday falls during aneligible employee’s planned absence (such as vacation or leave), holiday pay will be provided instead ofthe paid time off that would otherwise have applied.

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In addition to the recognized holidays listed above, Progenity also offers floating holidays to eligibleemployees. These floating holidays must be scheduled with prior approval of the employee’s Supervisor.Newly hired employees who start between January 1 and June 30 will receive two floating holidays (16hours) during the calendar year in which they start. Newly hired employees who start between July 1 andDecember 31, will receive one floating holiday (8 hours) during the calendar year in which they start.Floating holidays must be used in either 4-hour or 8-hour increments for exempt employees. For non-exempt employees, floating holidays must be used in one hour increments. Floating Holidays must be usedto the extent allowed by law and must be taken within the year given. Floating holidays will not be carriedover to the following year and are not payable upon separate from the company.

The Company will make reasonable efforts to accommodate requested holidays pertaining to yourestablished beliefs that are not included in the above list. You should speak with your Supervisor to obtainapproval to take time off to observe such holidays.

3-3. Disability Accommodation

Progenity complies with the Americans with Disabilities Act (“ADA”) and all applicable state and local fairemployment practices laws, and is committed to providing equal employment opportunities to qualifiedindividuals with disabilities. Consistent with this commitment, Progenity will provide a reasonableaccommodation to applicants and employees with disabilities if the reasonable accommodation would allowthe individual to perform the essential functions of the job, unless doing so would create an undue hardship.

Requesting a Reasonable Accommodation

If you believe you need an accommodation because of a disability, you are responsible for requesting areasonable accommodation from the Human Resources Department. You may make the request orally orin writing (Progenity encourages employees to make their request in writing). The request foraccommodation should include the following:

• A description of the accommodation you are requesting;• The reason you need an accommodation; and• How the accommodation will help you perform the essential functions of your job.

After receiving your oral or written request, Progenity will engage in an interactive dialogue with you todetermine the precise limitations of your disability and explore potential reasonable accommodations thatcould overcome those limitations. Progenity encourages you to suggest specific reasonableaccommodations that you believe would allow you to perform your job. However, Progenity is not requiredto make the specific accommodation requested by you and may provide an alternative, effectiveaccommodation, to the extent any reasonable accommodation can be made without imposing an unduehardship on Progenity.

Progenity will also consider requests for reasonable accommodations for medical conditions related topregnancy, childbirth and lactation where supported by medical documentation and/or as required byapplicable federal, state or local law.

Medical Information

If your disability or need for accommodation is not obvious, Progenity may ask you to provide supportingdocuments showing that you have a disability within the meaning of the ADA and applicable state or locallaws, and that your disability necessitates a reasonable accommodation. If the information provided inresponse to this request is insufficient, Progenity may require that you see a health care professional ofProgenity’s choosing, at Progenity’s expense to support the accommodation request. In those cases, if you

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fail to provide the requested information or see the designated health care professional, your request for areasonable accommodation may be denied.

Progenity will keep confidential any medical information that it obtains in connection with your request for areasonable accommodation.

Determinations

Progenity makes determinations about reasonable accommodations on a case-by-case basis consideringvarious factors and based on an individualized assessment in each situation.

We strive to make determinations on reasonable accommodation requests expeditiously, and will informyou once a determination has been made. If you have any questions about a reasonable accommodationrequest you made, please contact the Human Resources Department.

No Retaliation

Individuals will not be retaliated against for requesting an accommodation in good faith. Progenity expresslyprohibits any form of discipline, reprisal, intimidation or retaliation against any individual for requesting anaccommodation in good faith.

3-4. Religious Accommodation

The Company will provide reasonable accommodation for employees' religious beliefs, observances andpractices when a need for such accommodation is identified and reasonable accommodation is possible. Areasonable accommodation is one that eliminates the conflict between an employee's religious beliefs,observances or practices and the employee's job requirements, without causing undue hardship to theCompany. The Company has developed an accommodation process to assist employees, managementand Human Resources. Through this process, the Company establishes a system of open communicationbetween employees and the Company to discuss conflicts between religion and work and to take action toprovide reasonable accommodation for employees' needs. The intent of this process is to ensure aconsistent approach when addressing religious accommodation requests.

Any employee who perceives a conflict between job requirements and religious belief, observance orpractice should bring the conflict and his or her request for accommodation to the attention of HumanResources to initiate the accommodation process. The Company requests that accommodation requests bemade in writing, and in the case of schedule adjustments, as far in advance as possible.

3-5. Lactation Accommodation

The Company will provide a reasonable amount of break time to accommodate an employee desiring toexpress breast milk for the employee’s infant child, in accordance with and to the extent required byapplicable law. If possible, the break time should run concurrently with rest break and meal periods alreadyprovided to the employee.

The Company will make reasonable efforts to provide the use of a room or location other than a bathroomor toilet stall for the employee to express milk in private. This location may be the employee’s private office,if applicable.

The Company may not be able to provide additional break time if doing so would seriously disrupt theCompany’s operations, subject to applicable law. Please consult Human Resources if you have questionsregarding this policy.

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Please advise management if you need break time and an area for this purpose. Employees will not bediscriminated against or retaliated against for exercising their rights under this policy.

3-6. Paid Time Off (PTO)

We know how hard you work and recognize the importance of providing you with time for rest andrelaxation. We fully encourage you to get this rest by taking your paid time off. Time off under this policyincludes extended time off, such as for a vacation, and incidental time due to sickness or to handlepersonal affairs.

Full-time employees accrue paid time off as follows:

Initially, full-time employees accrue up to fifteen (15) days of paid time off per year. Paid time off is accruedon a pro-rata basis throughout the year.

After five (5) years of employment, full-time employees accrue up to twenty (20) days of paid time off peryear. Paid time off is accrued on a pro-rata basis throughout the year.

Your accrual will be capped at two (2) times your annual accrual rate. Once the cap has been reached, nofurther paid time off may be accrued until the amount of paid time off falls below the cap. Employees maycarry over their accrued balance, up to their allowed maximum accrual rate, at the end of each year, unlessstate law requires otherwise.

For state-specific guidelines, please consult the state-specific sections in this Handbook. If you wish to use3 or more full days of paid time off consecutively, you must submit a request to your manager at least 2weeks in advance of your requested time off. Similar notice should be provided for planned time off ofshorter duration. Every effort will be made to grant your request, consistent with our operating schedule.However, if too many people request the same period of time off, the Company reserves the right to choosewho may take time off during that period. Individuals with the longest length of service generally will begiven preference.

If you will be out of work due to illness or due any other emergency for which notice could not be provided,you must call in and notify your supervisor as early as possible, but at least by the start of your workday. Ifyou call in sick for three (3) or more consecutive days, you may be required to provide your supervisor witha doctor’s note on the day you return to work.

Paid time off for exempt employees must be used in full (8 hours) or half (4 hours) workday increments; thecorresponding amount of time will deducted from the employee’s accrued paid time off. For non-exemptemployees, paid time off must be used in one hour increments. All accrued, unused paid time off is paid outupon separation, unless otherwise required by law. The Company reserves the right to require an employeeto take paid time off at a specific time upon reasonable notice.

3-7. Insurance Programs

Full-time employees may participate in the Company’s insurance programs. Under these plans, eligibleemployees will receive comprehensive health and other insurance coverage for themselves and theirfamilies, as well as other benefits.

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Upon enrolling, you will receive summary plan descriptions (SPDs) describing the benefits in greater detail.Please refer to the SPDs for detailed plan information. Of course, feel free to speak to Human Resources ifyou have any further questions.

3-8. Tuition Reimbursement

Progenity, Inc. encourages the continuing of education and training of its employees. The company willreimburse 50% of the cost of tuition, books and reasonable class registration fees for approved coursesup to an annual maximum of $3,500. Tuition reimbursement is only for classes/training directly related toyour position at Progenity. Coursework to complete a Bachelor’s Degree will not be reimbursable. Thereare a limited number of employees who can participate each year

In order to be eligible for reimbursement, the employee must receive a grade of “C” or better, or mustreceive a certificate of satisfactory completion. An employee must be classified either as full-time or part-time and must not be on disciplinary probation status in order to qualify for tuition reimbursement. Shouldyou voluntarily resign or be dismissed for cause within 12 months of the reimbursement, you will berequired to repay the tuition reimbursement on a pro-rata basis.

An employee must complete the reimbursement request and collect proper approval at least two weeksprior to the start of coursework. All completed tuition reimbursements must be submitted to HumanResources.

Employees will be required to pay their own cost up front. Reimbursement payment for approved courseswill be given at the time the employees provides a copy of their final grade/certificate accompanied bypayment receipts. All receipts for reimbursement must be submitted within 45 days of course completion inorder to qualify for reimbursement.

3-9. Workers’ Compensation

On-the-job injuries are covered by our Workers’ Compensation Insurance Policy, which is provided at nocost to you. If you are injured on the job, no matter how slightly, report the incident immediately to yourSupervisor. Failure to follow Company procedures may affect your ability to receive Workers’Compensation benefits.

Any leave of absence due to a workplace injury runs concurrently with all other Company leaves ofabsence. Reinstatement from leave is guaranteed only if required by law. Employees who need to misswork due to a workplace injury must also request a formal leave of absence. See the Leave of Absencesections of this handbook for more information.

3-10. Short-Term Disability

Progenity, Inc. also provides statutory short-term disability insurance.

This is solely a monetary benefit and not a leave of absence. Employees who will be out of work must alsorequest a formal leave of absence. See the Leave of Absence sections of this handbook for moreinformation.

3-11. Long-Term Disability

Full-time employees are eligible to participate in the Long-Term Disability plan, subject to all terms andconditions of the agreement between the Company and the insurance carrier.

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This is solely a monetary benefit and not a leave of absence. Employees who will be out of work must alsorequest a formal leave of absence. See the Leave of Absence sections of this handbook for moreinformation.

3-12. Employee Assistance Program

Progenity, Inc. provides two separate employee assistance program at no cost for employees and theirfamily. These program offers qualified counselors to help you cope with personal problems you may befacing. For further details, please contact an EAP counselor through either Employee Assistance Program1) ComPsych: call 888.628.4824 or go online at www.guidanceresources.com Username: LFGsupportPassword: LFGsupport12) Aetna Resources for Living: call 800.342.8111 or go online at www.resourcesforliving.com Username:Progenity Password: eap

3-13. Employee Referral Awards

The Company is always looking for great people to join our organization and we appreciaterecommendations made by existing employees. When you are aware of someone who could be a good fitfor an open position, or if you know of someone you think would be a good addition to Progenity’s team,please refer him/her to our organization.

If you refer a candidate who is hired by Progenity, Inc., we will pay you $1,000 when the referral hascompleted ninety (90) days of successful employment. You must be an active employee at the time ofpayout in order to be eligible for the referral award. It is the responsibility of the current employee to notifyHuman Resources of the referral within 30 days of the new employee starting with Progenity, Inc.

To be considered a referral, an applicant cannot have previously submitted a resume within the last sixmonths. All current full-time and part-time employees are eligible for a referral bonus with the followingexceptions:

1. Senior Management and Owners2. Managers that have direct supervision over the person being hired3. Employees who are relatives of the person being referred4. Former employees5. Referrals that are sent to an external recruiting firm. (If we have to pay an external recruitment fee, wewill not also pay a referral bonus. Please send referrals to Human Resources directly.)

Referral bonuses will be paid by direct deposit. All bonus monies paid will be considered taxable incomeand will be reflected as such on the employee’s pay statement.

Progenity, Inc. reserves the right to revise these terms or terminate the program at any time. If you haveany questions, please contact Human Resources.

3-14. Retirement Plan

Eligible employees are able to participate in the Company’s retirement plan. Plan participants may makepre-tax contributions to a retirement account.

Upon becoming eligible to participate in this plan, you will receive an SPD describing the plan in greaterdetail. Please refer to the SPD for detailed plan information. Of course, feel free to speak to HumanResources if you have any further questions.

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The Company is also offering a 401k match. Progenity will match 60% of the first 10% you defer into the401k plan, to a maximum employer contribution of 6%. The matching formula is subject to change based oncompany performance. The period to be 100% vested for employee matching contributions is one yearfrom your date of hire. If you terminate employment before becoming 100% vested in employer matchingcontributions, the non-vested portion of your account balance will be forfeited. You are always 100%vested in your Elective Deferral and Rollover balances. If you are currently not enrolled and would like tobe, please contact Human Resources for the enrollment kit.

3-15. Medical Benefits Continuation Upon Employment Termination

The federal Consolidated Omnibus Budget Reconciliation Act (COBRA) along with individual statecontinuation of medical coverage regulations give employees and their qualified beneficiaries theopportunity to continue health insurance coverage at their own expense under the Company’s health planwhen a “qualifying event” would normally result in the loss of eligibility. Some common qualifying events areresignation, termination of employment, death of an employee, reduction of hours, leave of absence,employee’s divorce or legal separation and a dependent child no longer meeting eligibility requirements.Under COBRA, the employee or beneficiary pays the full cost of coverage at the group rates plus anadministration fee.

An explanation of an employee’s rights and obligations under COBRA will be provided when they terminateemployment with the Company. The employee should carefully review this information and, in particular,review the specific notice requirements that are triggered for employees and/or their family members whencertain events occur that would otherwise result in loss of coverage under the plans. It is the employee’sresponsibility to file paperwork and pay premiums to insure the coverage is in effect.

In the event of an employee’s divorce or legal separation from a spouse or any dependent children ceasingto be a dependent child, you must immediately notify your Supervisor so that proper notices of the right toelect continuation coverage under COBRA can be given to the appropriate covered family members.Typically the Company will require written proof of such a change, such as a copy of the divorce decree orsimilar document.

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Section 4 - Leaves of Absence

4-1. Personal Leave

If you are ineligible for any other Company leave of absence, Progenity, Inc., under certain circumstances,may grant you a personal leave of absence without pay. A written request for a personal leave should bepresented to management at least two (2) weeks before the anticipated start of the leave. If the leave isrequested for medical reasons and you are not eligible for leave under the federal Family and MedicalLeave Act (FMLA) or any state leave law, medical certification also must be submitted. Your request will beconsidered on the basis of staffing requirements and the reasons for the requested leave, as well as yourperformance and attendance records. Normally, a leave of absence will be granted for a period of up to five(5) days.

However, a personal leave may be extended if, prior to the end of your leave, you submit a written requestfor an extension to management and the request is granted. During your leave, you will not earn vacation,personal days or sick days. We will continue your health insurance coverage during your leave if you submityour share of the monthly premium payments to the Company in a timely manner, subject to the terms ofthe plan documents.

When you anticipate your return to work, please notify management of your expected return date. Thisnotification should be made at least one week before the end of your leave.

Upon completion of your personal leave of absence, the Company will attempt to return you to your originaljob, or to a similar position, subject to prevailing business considerations. Reinstatement, however, is notguaranteed.

Failure to advise management of your availability to return to work, failure to return to work when notified, oryour continued absence from work beyond the time approved by the Company will be considered avoluntary resignation of your employment.

Personal leave runs concurrently with any Company-provided Short-Term Disability Leave of Absence.

4-2. Military Leave

If you are called into active military service or you enlist in the uniformed services, you will be eligible toreceive an unpaid military leave of absence. To be eligible for military leave, you must provide managementwith advance notice of your service obligations unless you are prevented from providing such notice bymilitary necessity or it is otherwise impossible or unreasonable for you to provide such notice. Providedyour absence does not exceed applicable statutory limitations, you will retain reemployment rights andaccrue seniority and benefits in accordance with applicable federal and state laws. Please askmanagement for further information about your eligibility for Military Leave.

If you are required to attend yearly Reserves or National Guard duty, you can apply for an unpaidtemporary military leave of absence not to exceed the number of days allowed by law (including travel). Youshould give management as much advance notice of your need for military leave as possible so that we canmaintain proper coverage while you are away.

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4-3. Jury Duty Leave

Progenity, Inc. realizes that it is the obligation of all U.S. citizens to serve on a jury when summoned to doso. All employees will be allowed time off to perform such civic service as required by law. You areexpected, however, to notify your Supervisor as soon as a jury duty notice or summons from the court isreceived and provide a verification of service. You also are expected to keep management informed of theexpected length of your jury duty service and to report to work for the major portion of the day if you areexcused by the court. If the required absence presents a serious conflict for management, you may beasked to try to postpone your jury duty.

Employees on jury duty leave will be paid at their regular base pay for their jury duty service in accordancewith state law; no overtime pay will be permitted. Exempt employees will be paid their full salary for anyweek in which they perform any work for the Company.

4-4. Bereavement Leave

We know the death of a family member is a time when you wish to be with the rest of your family. If you area full-time employee and you lose a close relative, you will be allowed paid time off of up to three (3) daysto assist in attending to your obligations and commitments. For the purposes of this policy, a close relativeincludes a spouse, domestic partner, children, parents, siblings, grandparents, grandchildren or the child,sibling or parent of the employee’s spouse or domestic partner or any other relation required by applicablestate law. Paid bereavement leave may be taken on any regularly scheduled workday up to a max of three(3) days.

You must inform your Supervisor prior to commencing bereavement leave. In administering this policy, theCompany may require verification of death.

4-5. Voting Leave

In the event an employee does not have sufficient time outside of working hours to vote in a statewideelection, if required by state law, the employee may take off enough working time to vote. Such time will bepaid if required by state law. This time should be taken at the beginning or end of the regular workschedule. Where possible, your Supervisor should be notified at least two days prior to the voting day.

For state-specific guidelines, please consult the state-specific section in this Handbook.

4-6. Family and Medical Leave

The Leave Policy

Employees may be entitled to a leave of absence under the Family and Medical Leave Act (FMLA). Thispolicy provides employees information concerning FMLA entitlements and obligations employees may haveduring such leaves. If employees have any questions concerning FMLA leave, they should contact HumanResources.

For state-specific information, please consult the state-specific section of this Handbook.

I. Eligibility

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FMLA leave is available to “eligible employees.” To be an “eligible employee,” an employee must: 1) havebeen employed by the Company for at least 12 months (which need not be consecutive); 2) have beenemployed by the Company for at least 1,250 hours of service during the 12-month period immediatelypreceding the commencement of the leave; and 3) be employed at a worksite where 50 or more employeesare located within 75 miles of the worksite.

II. Entitlements

The FMLA provides eligible employees with a right to leave, applicable health insurance benefits and, withsome limited exceptions, job restoration upon completion of the leave. The FMLA also entitles employeesto certain written notices concerning their potential eligibility for and designation of FMLA leave.

A. Basic FMLA Leave Entitlement

The FMLA provides eligible employees up to 12 workweeks of unpaid leave for certain family and medicalreasons during a 12-month period. The 12-month period is determined based on a fixed 12-month leaveyear that coincides with the calendar year. Leave may be taken for any one, or for a combination, of thefollowing reasons:

Child Bonding: To care for your child after birth or placement for adoption or foster care. Your child doesnot need to be sick. The FMLA leave for child bonding must be completed within one year of the birth,adoption or foster care placement.

Serious Health Condition of a Family Member: To care for your spouse, son, daughter or parent (butnot in-law) who has a serious health condition. This includes both physical and psychological care.

Your Own Serious Health Condition: For your own serious health condition (including any period ofincapacity due to pregnancy, prenatal medical care or childbirth) that makes you unable to perform oneor more of the essential functions of your job; and/or

Military Exigency Family Leave: for any “qualifying exigency” arising out of the fact that your spouse,son, daughter, or parent is on active duty or call to active duty status in the National Guard or Reservesin support of a contingency operation. This includes leave time for: (1) short-notice deployment (aperiod of seven calendar days beginning when a covered military member is notified of an impendingcall or order to active duty seven or less calendar days in advance); (2) attending military events andrelated activities; (3) handling childcare and school activities; (4) making financial and legalarrangements; (5) counseling; (6) rest and recuperation (up to five days to spend time with a coveredmilitary member on short-term, rest and recuperation leave); (7) post- deployment activities; and (8)additional activities that you and the Company agree qualify as an exigency. ’This leave also isavailable for family members of active duty service members.

A “serious health condition” is an illness, injury, impairment or physical or mental condition that involvesone of the following: (1) any period of incapacity or treatment connected with inpatient care (i.e., anovernight stay) in a hospital, hospice, or residential mental care facility; (2) any period of incapacityrequiring absence from work, school, or other regular daily activities of more than three calendar days,that also involves continuing treatment by a health care provider; (3) any period of incapacity due topregnancy, or for prenatal care; (4) any period of incapacity (or treatment therefore) due to a chronicserious health condition (e.g., asthma, diabetes, epilepsy, etc.); (5) a period of incapacity that is permanentor long-term due to a condition for which treatment may not be effective (e.g., Alzheimer’s, stroke, terminaldiseases, etc.); or (6) any absences to receive multiple treatments (including any period of recoverytherefrom) by, or on referral by, a health care provider for a condition that likely would result in incapacity ofmore than three consecutive days if left untreated (e.g., chemotherapy, physical therapy, dialysis, etc.Subject to certain conditions, the continuing treatment requirement may be met by a period of incapacity ofmore than 3 consecutive calendar days combined with at least two visits to a health care provider or onevisit and a regimen of continuing treatment, or incapacity due to pregnancy, or incapacity due to a chroniccondition. Other conditions may meet the definition of continuing treatment.

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B. Additional Military Family Leave Entitlement (Injured Service member Leave)

In addition to the basic FMLA leave entitlement discussed above, an eligible employee who is the spouse,son, daughter, parent or next of kin of a covered service member is entitled to take up 26 weeks of leaveduring a single 12-month period to care for the service member with a serious injury or illness. Leave tocare for a service member shall only be available during a single-12 month period and, when combined withother FMLA-qualifying leave, may not exceed 26 weeks during the single 12-month period. The single 12-month period begins on the first day an eligible employee takes leave to care for the injured servicemember.

A “covered service member” is a current member of the Armed Forces, including a member of the NationalGuard or Reserves, who is undergoing medical treatment, recuperation or therapy, is otherwise inoutpatient status or is on the temporary retired list, for a serious injury or illness. These individuals arereferred to in this policy as “current members of the Armed Forces.” Covered service members also includea veteran who is termination or released from military services under condition other than dishonorable atany time during the five years preceding the date the eligible employee takes FMLA leave to care for thecovered veteran, and who is undergoing medical treatment, recuperation or therapy for a serious injury orillness. These individuals are referred to in this policy as “covered veterans.”

The “next of kin” of a current service member is the nearest blood relative, other than current servicemember’s spouse, parent, son, or daughter, in the following order of priority: (1) a blood relative who hasbeen designated in writing by the service member as the next of kin for FMLA purposes; (2) blood relativewho has been granted legal custody of the service member; (3) brothers and sisters; (4) grandparents; (5)aunts and uncles; and (6) first cousins, unless the covered service member has specifically designated inwriting another blood relative as his or her nearest blood relative for purposes of military caregiver leaveunder the FMLA.

The FMLA definitions of a “serious injury or illness” for current Armed Forces members and coveredveterans are distinct from the FMLA definition of “serious health condition” applicable to FMLA leave to carefor a covered family member.

C. Intermittent Leave and Reduced Leave Schedules

FMLA leave usually will be taken for a period of consecutive days, weeks or months. However, employeesalso are entitled to take FMLA leave intermittently or on a reduced leave schedule when medicallynecessary due to a serious health condition of the employee or covered family member or the serious injuryor illness of a covered service member.

D. Protection of Group Health Insurance Benefits

During FMLA leave, eligible employees are entitled to receive group health plan coverage (if applicable) onthe same terms and conditions as if they had continued to work.

E. Benefits During Leave

The Company will continue making contributions to employees' group health benefits during their leave onthe same terms as if the employees had continued to actively work. An employee's length of service as ofthe leave will remain intact. PTO will continue to accrue while on leave.

F. Restoration of Employment and Benefits

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At the end of FMLA leave, subject to some exceptions including situations where job restoration of “keyemployees” will cause the Company substantial and grievous economic injury, employees generally have aright to return to the same or equivalent positions with equivalent pay, benefits and other employmentterms. The Company will notify employees if they qualify as “key employees,” if it intends to denyreinstatement, and of their rights in such instances. Additionally, an employee returning from an FMLAleave may not be reinstated if the job ceased to exist because of legitimate business reasons unrelated tothe employee’s taking of leave or each means of preserving the job would substantially undermine theCompany’s ability to operate its business safely and efficiently. Use of FMLA leave will not result in the lossof any employment benefit that accrued prior to the start of an eligible employee’s FMLA leave.

G. Notice of Eligibility for, and Designation of, FMLA Leave

Employees requesting FMLA leave are entitled to receive written notice from the Company telling themwhether they are eligible for FMLA leave and, if not eligible, the reasons why they are not eligible. Wheneligible for FMLA leave, employees are entitled to receive written notice of: 1) their rights andresponsibilities in connection with such leave; 2) the Company’s designation of leave as FMLA-qualifying ornon-qualifying, and if not FMLA-qualifying, the reasons why; and 3) the amount of leave, if known, that willbe counted against the employee’s leave entitlement.

The Company may retroactively designate leave as FMLA leave with appropriate written notice toemployees provided the Company’s failure to designate leave as FMLA-qualifying at an earlier date did notcause harm or injury to the employee. In all cases where leaves qualify for FMLA protection, the Companyand employee can mutually agree that leave be retroactively designated as FMLA leave.

III. Employee FMLA Leave Obligations

A. Provide Notice of the Need for Leave

Employees who take FMLA leave must timely notify the Company of their need for FMLA leave. Thefollowing describes the content and timing of such employee notices.

1. Content of Employee Notice

To trigger FMLA leave protections, employees must inform Human Resources of the need for FMLA-qualifying leave and the anticipated timing and duration of the leave, if known. Employees may do this byeither requesting FMLA leave specifically, or explaining the reasons for leave so as to allow the Companyto determine that the leave is FMLA-qualifying. For example, employees might explain that:

A medical condition renders them unable to perform the functions of their job; They are pregnant or have been hospitalized overnight; They or a covered family member are under the continuing care of a health care provider; The leave is due to a qualifying exigency cause by a covered military member being on active duty or

called to active duty status; or If the leave is for a family member, that the condition renders the family member unable to perform daily

activities or that the family member is a covered service member with a serious injury or illness.

Calling in “sick,” without providing the reasons for the needed leave, will not be considered sufficient noticefor FMLA leave under this policy. Employees must respond to the Company’s questions to determine ifabsences are potentially FMLA-qualifying.

If employees fail to explain the reasons for FMLA leave, the leave may be denied. When employees seekleave due to FMLA-qualifying reasons for which the Company has previously provided FMLA-protectedleave, they must specifically reference the qualifying reason for the leave or the need for FMLA leave.

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2. Timing of Employee Notice

Employees must provide 30 days’ advance notice of the need to take FMLA leave when the need isforeseeable. When 30 days’ notice is not possible, or the approximate timing of the need for leave is notforeseeable, employees must provide the Company notice of the need for leave as soon as practicableunder the facts and circumstances of the particular case. Employees, who fail to give 30 days’ notice forforeseeable leave without a reasonable excuse for the delay, or otherwise fail to satisfy FMLA noticeobligations, may have FMLA leave delayed or denied.

B. Cooperate in the Scheduling of Planned Medical Treatment (Including AcceptingTransfers to Alternative Positions) and Intermittent Leave or Reduced Leave Schedules

When planning medical treatment, employees must consult with the Company and make a reasonableeffort to schedule treatment so as not to unduly disrupt the Company’s operations, subject to the approvalof an employee’s health care provider. Employees must consult with the Company prior to the scheduling oftreatment to work out a treatment schedule that best suits the needs of both the Company and theemployees, subject to the approval of an employee’s health care provider. If employees providing notice ofthe need to take FMLA leave on an intermittent basis for planned medical treatment neglect to fulfill thisobligation, the Company may require employees to attempt to make such arrangements, subject to theapproval of the employee’s health care provider.

When employees take intermittent or reduced work schedule leave for foreseeable planned medicaltreatment for the employee or a family member, including during a period of recovery from a serious healthcondition or to care for a covered service member, the Company may temporarily transfer employees,during the period that the intermittent or reduced leave schedules are required, to alternative positions withequivalent pay and benefits for which the employees are qualified and which better accommodate recurringperiods of leave.

When employees seek intermittent leave or a reduced leave schedule for reasons unrelated to the planningof medical treatment, upon request, employees must advise the Company of the reason why such leave ismedically necessary. In such instances, the Company and employee shall attempt to work out a leaveschedule that meets the employee’s needs without unduly disrupting the Company’s operations, subject tothe approval of the employee’s health care provider.

C. Submit Medical Certifications Supporting Need for FMLA Leave (Unrelated to Requestsfor Military Family Leave)

Depending on the nature of FMLA leave sought, employees may be required to submit medicalcertifications supporting their need for FMLA-qualifying leave. As described below, there generally are threetypes of FMLA medical certifications: an initial certification, a recertification and a return to work/fitness forduty certification.

It is the employee’s responsibility to provide the Company with timely, complete and sufficient medicalcertifications. Whenever the Company requests employees to provide FMLA medical certifications,employees must provide the requested certifications within 15 calendar days after the Company’s request,unless it is not practicable to do so despite an employee’s diligent, good faith efforts. The Company shallinform employees if submitted medical certifications are incomplete or insufficient and provide employees atleast seven calendar days to cure deficiencies. The Company will deny FMLA leave to employees who failto timely cure deficiencies or otherwise fail to timely submit requested medical certifications.

With the employee’s permission, the Company (through individuals other than an employee’s directsupervisor) may contact the employee’s health care provider to authenticate or clarify completed and

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sufficient medical certifications. If employees choose not to provide the Company with authorizationallowing it to clarify or authenticate certifications with health care providers, the Company may deny FMLAleave if certifications are unclear.

Whenever the Company deems it appropriate to do so, it may waive its right to receive timely, completeand/or sufficient FMLA medical certifications.

1. Initial Medical Certifications

Employees requesting leave because of their own, or a covered family member’s, serious health condition,or to care for a covered service member, must supply medical certification supporting the need for suchleave from their health care provider or, if applicable, the health care provider of their covered family orservice member. If employees provide at least 30 days’ notice of medical leave, they should submit themedical certification before leave begins. A new initial medical certification will be required on an annualbasis for serious medical conditions lasting beyond a single leave year.

If the Company has reason to doubt initial medical certifications regarding an employee’s own serioushealth condition, it may require employees to obtain a second opinion at the Company’s expense. If theopinions of the initial and second health care providers differ, the Company may, at its expense, requireemployees to obtain a third, final and binding certification from a health care provider designated orapproved jointly by the Company and the employee.

2. Medical Recertification

Depending on the circumstances and duration of FMLA leave, the Company may require employees toprovide recertification of medical conditions giving rise to the need for leave. The Company will notifyemployees if recertification is required and will give employees at least 15 calendar days to provide medicalrecertification.

3. Return to Work/Fitness for Duty Medical Certifications

Unless notified that providing such certifications is not necessary, employees returning to work from FMLAleaves that were taken because of their own serious health conditions that made them unable to performtheir jobs must provide the Company medical certification confirming they are able to return to work and theemployees’ ability to perform the essential functions of the employees’ position, with or without reasonableaccommodation. The Company may delay and/or deny job restoration until employees provide return towork/fitness for duty certifications.

D. Submit Certifications Supporting Need for Military Family Leave

Upon request, the first time employees seek leave due to qualifying exigencies arising out of the active dutyor call to active duty status of a covered military member, the Company may require employees to provide:1) a copy of the covered military member’s active duty orders or other documentation issued by the militaryindicating the covered military member is on active duty or call to active duty status and the dates of thecovered military member’s active duty service; and 2) a certification from the employee setting forthinformation concerning the nature of the qualifying exigency for which leave is requested. Employees shallprovide a copy of new active duty orders or other documentation issued by the military for leaves arising outof qualifying exigencies arising out of a different active duty or call to active duty status of the same or adifferent covered military member.

When leave is taken to care for a covered service member with a serious injury or illness, the Companymay require employees to obtain certifications completed by an authorized health care provider of thecovered service member. In addition, and in accordance with the FMLA regulations, the Company may

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request that the certification submitted by employees set forth additional information provided by theemployee and/or the covered service member confirming entitlement to such leave.

E. Reporting Changes to Anticipated Return Date & Periodically Concerning Intent toReturn toWork

Employees must contact Human Resources, periodically in accordance with the instructions noted on theEligibility Notice regarding their status and intention to return to work at the end of the FMLA leave period. Ifan employee’s anticipated return to work date changes and it becomes necessary for the employee to takemore or less leave than originally anticipated, the employee must provide the Company with reasonablenotice (i.e., within two business days) of the employee’s changed circumstances and new return to workdate. If employees give theCompany unequivocal notice of their intent not to return to work, they will be considered to have voluntarilyresigned and the Company’s obligation to maintain applicable health benefits (subject to COBRArequirements) and to restore their positions will cease.

F. Substitute Paid Leave for Unpaid FMLA Leave

Employees must (unless the Company specifically informs employees otherwise) use any accrued paidtime off while taking unpaid FMLA leave. The substitution of paid time for unpaid FMLA leave time does notextend the length of FMLA leaves and the paid time will run concurrently with an employee’s FMLAentitlement.

Leaves of absence taken in connection with a disability leave plan or workers’ compensation injury/illnessshall run concurrently with any FMLA leave entitlement. Upon written request, the Company will allowemployees to use accrued paid time off to supplement any paid disability benefits.

G. Pay Employee’s Share of Health Insurance Premiums

During FMLA leave, employees are entitled to continued group health plan coverage (if applicable) underthe same conditions as if they had continued to work. Unless the Company notifies employees of otherarrangements, whenever employees are receiving pay from the Company during FMLA leave, theCompany will deduct the employee portion of the group health plan premium from the employee’s paycheckin the same manner as if the employee was actively working.

If FMLA leave is unpaid, employees must pay their portion of the group health premium through a methoddetermined by the Company upon leave. Employees should contact their immediate supervisor to makethese arrangements.

The Company’s obligation to maintain health care coverage ceases if an employee’s premium payment ismore than 30 days late. If an employee’s payment is more than 15 days late, the Company will send a letternotifying the employee that coverage will be dropped on a specified date unless the co-payment is receivedbefore that date. If employees do not return to work within 30 calendar days at the end of the leave period(unless employees cannot return to work because of a serious health condition or other circumstancesbeyond their control), they will be required to reimburse the Company for the cost of the premiums theCompany paid for maintaining coverage during their unpaid FMLA leave.

V. Questions and/or Complaints about FMLA Leave

If you have questions regarding this FMLA policy, please contact Human Resources. The Company iscommitted to complying with the FMLA and, whenever necessary, shall interpret and apply this policy in amanner consistent with the FMLA.

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The FMLA makes it unlawful for employers to: 1) interfere with, restrain or deny the exercise of any rightprovided under FMLA; or 2) termination or discriminate against any person for opposing any practice madeunlawful by FMLA or involvement in any proceeding under or relating to FMLA. If employees believe theirFMLA rights have been violated, they should contact Human Resources immediately. The Company willinvestigate any FMLA complaints and take prompt and appropriate remedial action to address and/orremedy any FMLA violation.

VI. Coordination of FMLA Leave with Other Leave Policies

The FMLA does not affect any federal, state or local law prohibiting discrimination, or supersede any Stateor local law that provides greater family or medical leave rights.

For additional information concerning leave entitlements and obligations that might arise when FMLA leaveis either not available or exhausted, please consult the Company’s other leave policies as applicable orcontact Human Resources.

Employees in different states may be eligible for different types of leaves. For information concerning state-specific leaves, please consult the applicable state-specific sections of the Handbook.

4-7. Other Leaves of Absence

Many states require employers to provide their employees with additional leaves of absence, such aspregnancy disability leave, bone marrow donor leave and school activities leave. Please check theapplicable state supplement to this Handbook for additional information and contact Human Resources withany questions.

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Section 5 - General Standards of Conduct

5-1. Workplace Conduct

Progenity, Inc. endeavors to maintain a positive work environment. Each employee plays a role in fosteringthis environment. Accordingly, we all must abide by certain rules of conduct, based on honesty, commonsense and fair play.

Because everyone may not have the same idea about proper workplace conduct, it is helpful to adopt andenforce rules all can follow. Unacceptable conduct may subject the offender to disciplinary action, up to andincluding termination, in the Company’s sole discretion. The following are some examples of someexemplary behaviors in which to follow:

1. Exhibit the highest level of integrity in all areas of work and follow good business practices.

2. Exhibit good faith, fairness, and honesty when interacting with clients, patients, and fellow employees.

3. Comply with all aspects of Progenity’s Compliance Program, Compliance Program policies andprocedures, and applicable statutes and regulations.

4. Seek guidance when a question arises about whether an action or plan is consistent with therequirements of the Compliance Program, Compliance Program policies and procedures, or applicablestatutes and regulations.

5. Report any suspected violation of the Compliance Program, Compliance Program policies andprocedures, or statutes and regulations applicable to Progenity’s business.

6. Participate in compliance training and other professional skills development activities, as necessary, tocarry out his or her duties effectively.

7. Respect the confidential nature of health and personal information of clients, patients, and employeesand disclose such information only with proper authorization prior to disclosure, as required by law.

8. Refrain from participating in any activity that could pose a conflict of interest with his or herresponsibilities to Progenity or to Progenity’s clients, patients, and employees.

9. Annually sign an acknowledgement of Progenity’s Code of Conduct and a commitment to theCompliance Program.

The following are examples of some, but not all, conduct which can be considered unacceptable:

1. Obtaining employment on the basis of false or misleading information.

2. Stealing, removing or defacing Progenity, Inc. property or a co-worker’s property, and/or disclosure ofconfidential information.

3. Completing another employee’s time records.

4. Violation of safety rules and policies.

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5. Fighting, threatening or disrupting the work of others or other violations of Progenity’s

6. Workplace Violence Policy.

7. Failure to follow lawful instructions of a supervisor.

8. Failure to perform assigned job duties.

9. Violation of the Punctuality and Attendance Policy, including but not limited to irregular attendance,habitual lateness or unexcused absences.

10. Gambling on Company property.

11. Willful or careless destruction or damage to Company assets or to the equipment or possessions ofanother employee.

12. Wasting work materials.

13. Performing work of a personal nature during working time.

14. Violation of the Solicitation and Distribution Policy.

15. Violation of Progenity’s Harassment or Equal Employment Opportunity Policies.

16. Violation of Progenity’s policies regarding use of communication and computer systems.

17. Unsatisfactory job performance.

18. The unlawful or unauthorized use, abuse, solicitation, distribution, theft, possession, transfer, purchase,or sale of drugs, drug paraphernalia or alcohol by an individual anywhere on Company premises, whileon Company business (whether or not on Company premises), or while representing the Company,reporting to work or remaining on duty after using drugs or alcohol in any amount that adversely affectsthe employee’s ability to perform the functions of the job. Please refer to your Company’s specific policy(if any) for additional information. Legally- prescribed medications are excluded from this policy and arepermitted only to the extent that their use does not adversely affect the employee’s work ability, jobperformance, safety or the safety of others.

19. Any other violation of Company policy.

Obviously, not every type of misconduct can be listed. Note that all employees are employed at- will, andProgenity, Inc. reserves the right to impose whatever discipline it chooses, or none at all, in a particularinstance. The Company will deal with each situation individually and nothing in this handbook should beconstrued as a promise of specific treatment in a given situation. However, Progenity, Inc. will endeavor toutilize progressive discipline but reserves the right in its sole discretion to terminate an employee at anytime for any reason.

The observance of these rules will help to ensure that our workplace remains a safe and desirable place towork.

5-2. Punctuality and Attendance

You were hired to perform an important function at Progenity, Inc. As with any group effort, operatingeffectively takes cooperation and commitment from everyone. Therefore, your attendance and punctualityare very important and are essential job functions of your job. Unnecessary absences and lateness are

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expensive, disruptive and place an unfair burden on your fellow employees and Supervisors. We expectexcellent attendance from each of you. Excessive absenteeism or tardiness will result in disciplinary actionup to and including termination.

We do recognize, however, that there are times when absences and tardiness cannot be avoided. In suchcases, you are expected to notify your Supervisor as early as possible, but no later than the start of yourwork day. Asking another employee, friend or relative to give this notice is improper and constitutesgrounds for disciplinary action. Please call, stating the nature of your absence and its expected duration,every day that you are absent.

Unreported absences of three consecutive work days generally will be considered a voluntary resignation ofyour employment with the Company.

5-3. Use of Communication and Computer Systems

Progenity’s communication and computer systems are intended for business purposes and may be usedonly during working time; however limited personal usage is permitted if it does not hinder performance ofjob duties or violate any other Company policy. This includes the voice mail, e-mail and Internet systems.Users have no legitimate expectation of privacy in regard to their use of the systems.

Progenity, Inc. may access the voice mail and e-mail systems and obtain the communications within thesystems, including past voice mail and e-mail messages, without notice to users of the system, in theordinary course of business when the Company deems it appropriate to do so. The reasons for which theCompany may obtain such access include, but are not limited to: maintaining the system; preventing orinvestigating allegations of system abuse or misuse; assuring compliance with software copyright laws;complying with legal and regulatory requests for information; and ensuring that Company operationscontinue appropriately during an employee’s absence.

Further, Progenity, Inc. may review Internet usage to ensure that such use with Company property, orcommunications sent via the Internet with Company property, are appropriate. The reasons for which theCompany may review employees’ use of the Internet with Company property include, but are not limited to:maintaining the system; preventing or investigating allegations of system abuse or misuse; assuringcompliance with software copyright laws; complying with legal and regulatory requests for information; andensuring that Company operations continue appropriately during an employee’s absence.

The Company may store electronic communications for a period of time after the communication is created.From time to time, copies of communications may be deleted.

The Company’s policies prohibiting harassment, in their entirety, apply to the use of Company’scommunication and computer systems. No one may use any communication or computer system in amanner that may be construed by others as harassing or offensive based on race, national origin, sex,sexual orientation, age, disability, religious beliefs or any other characteristic protected by federal, state orlocal law.

Since the Company’s communication and computer systems are intended for business use, these systemsmay not be used to solicit for religious or political causes or outside organizations, unless otherwiseauthorized by law.

Further, since the Company’s communication and computer systems are intended for business use, allemployees, upon request, must inform management of any private access codes or passwords related toCompany business.

Unauthorized duplication of copyrighted computer software violates the law and is strictly prohibited.

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No employee may access, or attempt to obtain access to, another employee’s computer systems withoutappropriate authorization.

Violators of this policy may be subject to disciplinary action, up to and including termination.

5-4. Use of Social Media

Progenity, Inc. respects the right of any employee to maintain a personal blog or web page or to participatein a social networking, Twitter or similar site, including but not limited to Facebook and LinkedIn. However,to protect Company interests and ensure employees focus on their job duties, employees must adhere tothe following rules:

Employees may not post on a blog or web page or participate on a social networking, Twitter or similar siteduring working time or at any time with Company equipment or property.

All rules regarding confidential and proprietary business information apply in full to blogs, web pages, socialnetworking, Twitter and similar sites. Any information that cannot be disclosed through a conversation, anote or an e-mail also cannot be disclosed in a blog, web page, social networking, Twitter or similar site.

Whether an employee is posting something on his or her own blog, web page, social networking, Twitter orsimilar site or on someone else’s, if the employee mentions the Company and also expresses either apolitical opinion or an opinion regarding the Company’s actions, the poster must include a disclaimer. Theposter should specifically state that the opinion expressed is his/her personal opinion and not theCompany’s position. This is necessary to preserve the Company’s good will in the marketplace.

Any conduct that is impermissible under the law if expressed in any other form or forum is impermissible ifexpressed through a blog, web page, social networking, Twitter or similar site. For example, posted materialthat is discriminatory, obscene, defamatory, libelous or threatening is forbidden. Company policies in thisHandbook apply equally to employee social media usage.

Progenity, Inc. encourages all employees to keep in mind the speed and manner in which informationposted on a blog, web page, and/or social networking site is received and often misunderstood by readers.Employees must use their best judgment. Employees with any questions should review the guidelinesabove and/or consult with their manager. Failure to follow these guidelines may result in discipline, up toand including termination.

This policy does not prohibit any employee’s rights under the National Labor Relations Act to engage inprotected, concerted activity, including, without limitation, communications among employees regarding theterms and conditions of their employment, such as wages, performance evaluations, workplace safety,discipline, or other legally protected terms and conditions of employment.

5-5. Contact With the Media

To ensure that the Company communicates with the media in a consistent, timely and professional mannerabout matters related to the Company, employees should not speak to the media (including television,radio, newspaper or periodical reporters or representatives) on behalf of the Company unless specificallyauthorized to do so by the Marketing Department. If an employee is asked by a member of the media tospeak on behalf of the Company or to identify someone who can speak on behalf of the Company, theemployee should report the request to his or her supervisor immediately.

This policy in no way prohibits employee communications that are protected or required under applicablestate and federal laws, including but not limited to any activity that is protected under Section 7 of the

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National Labor Relations Act, which includes the right of employees to speak with others about their termsand conditions of employment.

5-6. Personal and Company-Provided Portable Communication Devices

Company-provided portable communication devices (PCDs), including cell phones and personal digitalassistants, should be used primarily for business purposes. Employees have no reasonable expectation ofprivacy in regard to the use of such devices, and all use is subject to monitoring, to the maximum extentpermitted by applicable law. This includes as permitted the right to monitor personal communications asnecessary.

Some employees may be authorized to use their own PCD for business purposes. These employeesshould work with the IT department to configure their PCD for business use. Communications sent via apersonal PCD also may be subject to monitoring if sent through the Company’s networks and the PCDmust be provided for inspection and review upon request.

All conversations, text messages and e-mails must be professional. When sending a text message or usinga PCD for business purposes, whether it is a Company-provided or personal device, employees mustcomply with applicable Company guidelines, including policies on sexual harassment, discrimination,conduct, confidentiality, equipment use and operation of vehicles. Using a Company-issued PCD to send orreceive personal text messages is prohibited at all times and personal use during working hours should belimited to emergency situations.

If an employee who uses a personal PCD for business resigns or is terminated, the employee will berequired to submit the device to the IT department for resetting on or before his or her last day of work. Atthat time, the IT department will reset and remove all information from the device, including but not limitedto, Company information and personal data (such as contacts, e-mails and photographs). The ITdepartment will make efforts to provide employees with the personal data in another form (e.g., on a disk)to the extent practicable; however, the employee may lose some or all personal data saved on the deviceand the Company bears no liability for the loss of any personal data.

Employees may not use their personal PCD for business unless they agree to submit the device to the ITdepartment on or before their last day of work for resetting and removal of Company information. This is theonly way currently possible to ensure that all Company information is removed from the device at the timeof termination. The removal of Company information is crucial to ensure compliance with the Company’sconfidentiality and proprietary information policies and objectives.

Please note that whether employees use their personal PCD or a Company-issued device, the Company’selectronic communications policies, including but not limited to, proper use of communications andcomputer systems, remain in effect.

Portable Communication Device Use While Driving

Employees who drive on Company business must abide by all state or local laws prohibiting or limiting PCD(cell phone or personal digital assistant) use while driving. Further, even if usage is permitted, employeesmay choose to refrain from using any PCD while driving. “Use” includes, but is not limited to, talking orlistening to another person or sending an electronic or text message via the PCD.

Regardless of the circumstances, including slow or stopped traffic, if any use is permitted while driving,employees should proceed to a safe location off the road and safely stop the vehicle before placing oraccepting a call. If acceptance of a call is absolutely necessary while the employee is driving, and permittedby law, the employee must use a hands-free option and advise the caller that he/she is unable to speak atthat time and will return the call shortly.

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Under no circumstances should employees feel that they need to place themselves at risk to fulfill businessneeds.

Since this policy does not require any employee to use a cell phone while driving, employees who arecharged with traffic violations resulting from the use of their PCDs while driving will be solely responsible forall liabilities that result from such actions.

Texting and e-mailing while driving is prohibited in all circumstances.

5-7. Personal Visits and Telephone Calls

Disruptions during working time can lead to errors and delays. Therefore, we ask that personal telephonecalls be kept to a minimum, and only be made or received after working time, or during lunch or break time.

For safety and security reasons, employees are prohibited from having personal guests accompany themanywhere in our facilities other than the reception areas. Employees should keep personal visits to aminimum so as to not disrupt Company operations.

5-8. Solicitation and Distribution

To avoid distractions, solicitation by an employee of another employee is prohibited while either employeeis on working time and in all immediate patient care areas. “Working time” is the time an employee isengaged, or should be engaged, in performing his/her work tasks for Progenity, Inc. Solicitation of any kindby non-employees on Company premises is prohibited at all times.

Distribution of advertising material, handbills, printed or written literature of any kind in immediate patientcare areas and all other working areas of Company is prohibited at all times. Distribution of literature bynon-employees on Company premises is prohibited at all times.

5-9. Confidential Company Information

During the course of work, an employee may become aware of confidential information about Progenity’sbusiness, including but not limited to information regarding Company finances, pricing, products and newproduct development, software and computer programs, marketing strategies, suppliers, customers andpotential customers. It is extremely important that all such information remain confidential, and particularlynot be disclosed to our competitors. Any employee who improperly copies, removes (whether physically orelectronically), uses or discloses confidential information to anyone outside of the Company may be subjectto disciplinary action up to and including termination. Upon hiring, employees are required to sign anagreement relating to these and additional requirements regarding confidentiality.

5-10. Use of Marketing Literature and Company Trademarks

The Company provides approved Marketing Literature for use with clients, patients, and other partiesexternal to the company. Employees are prohibited from creating their own literature to convey informationabout the Company’s products, service, or policies. Any literature to be distributed outside the Companymust be routed to Marketing for the appropriate legal, clinical and regulatory review.

Progenity’s logos and trademarks are valuable assets, and consistent use of these logos and trademarksstrengthens the Progenity brand. Any external documents or items that include Progenity’s logos and/ortrademarks, or those of the Company’s business partners, must be submitted to Marketing for approvalbefore use.

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5-11. Conflict of Interest and Business Ethics

It is Progenity’s policy that all employees avoid any conflict between their personal interests and those ofthe Company. The purpose of this policy is to ensure that the Company’s honesty and integrity, andtherefore its reputation, are not compromised. The fundamental principle guiding this policy is that noemployee should have, or appear to have, personal interests or relationships that actually or potentiallyconflict with the best interests of the Company.

It is not possible to give an exhaustive list of situations that might involve violations of this policy. However,the situations that would constitute a conflict in most cases include but are not limited to:

1. Holding an interest in or accepting free or discounted goods from any organization that does, or isseeking to do, business with the Company, by any employee who is in a position to directly or indirectlyinfluence either the Company’s decision to do business, or the terms upon which business would bedone with such organization.

2. Holding any interest in an organization that competes with the Company.3. Being employed by (including as a consultant) or serving on the board of any organization which does,

or is seeking to do, business with the Company or which competes with the Company.4. Profiting personally, e.g., through commissions, loans, expense reimbursements or other payments,

from any organization seeking to do business with the Company.

A conflict of interest would also exist when a member of an employee’s immediate family is involved insituations such as those above.

This policy is not intended to prohibit the acceptance of modest courtesies, openly given and accepted aspart of the usual business amenities, for example, occasional business-related meals or promotional itemsof nominal or minor value.

It is your responsibility to report any actual or potential conflict that may exist between you (and yourimmediate family) and the Company.

5-12. Use of Facilities, Equipment and Property, Including Intellectual Property

Equipment essential in accomplishing job duties is often expensive and may be difficult to replace. Whenusing property, employees are expected to exercise care, perform required maintenance, and follow alloperating instructions, safety standards and guidelines.

Please notify your Supervisor if any equipment, machines, or tools appear to be damaged, defective, or inneed of repair. Prompt reporting of loss, damages, defects, and the need for repairs could preventdeterioration of equipment and possible injury to employees or others. The Supervisor can answer anyquestions about an employee’s responsibility for maintenance and care of equipment used on the job.

Employees also are prohibited from any unauthorized use of the Company’s intellectual property, such asaudio and video tapes, print materials and software.

Improper, careless, negligent, destructive, or unsafe use or operation of equipment can result in discipline,up to and including termination.

Further, the Company is not responsible for any damage to employees’ personal belongings unless theemployee’s Supervisor provided advance approval for the employee to bring the personal property to work.

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5-13. Health and Safety

The health and safety of employees and others on Company property are of critical concern to Progenity,Inc. The Company intends to comply with all health and safety laws applicable to our business. To this end,we must rely upon employees to ensure that work areas are kept safe and free of hazardous conditions.Employees are required to be conscientious about workplace safety, including proper operating methods,and recognize dangerous conditions or hazards. Any unsafe conditions or potential hazards should bereported to management immediately, even if the problem appears to be corrected. Any suspicion of aconcealed danger present on the Company’s premises, or in a product, facility, piece of equipment, processor business practice for which the Company is responsible should be brought to the attention ofmanagement immediately.

Periodically, the Company may issue rules and guidelines governing workplace safety and health. TheCompany may also issue rules and guidelines regarding the handling and disposal of hazardoussubstances and waste. All employees should familiarize themselves with these rules and guidelines, asstrict compliance will be expected.

Any workplace injury, accident, or illness must be reported to the employee’s Supervisor as soon aspossible, regardless of the severity of the injury or accident.

5-14. Whistleblower Protection

If you have reason to believe that the Company has violated a federal, state, or local law or regulation, weencourage you to inform us prior to reporting any suspected violation to an outside agency. By no means,however, does the Company prohibit you from reporting a violation directly to the appropriate authorities.No employee who in good faith reports a violation, whether internally or to a government or lawenforcement agency shall suffer harassment, retaliation or other adverse employment consequence. Anyemployee, contractor or other individual acting on the Company’s behalf who retaliates against someonewho has reported or may report a violation in good faith is subject to discipline up to and includingtermination. This policy is intended to encourage and enable employees to report suspected violationswithin the Company prior to reporting them outside the Company.

5-15. Hiring Relatives

A familial relationship among employees can create an actual or at least a potential conflict of interest in theemployment setting, especially where one relative supervises another relative. To avoid this problem,Progenity, Inc. may refuse to hire or place a relative in a position where the potential for favoritism orconflict exists.

For the purposes of this policy, the Company defines “relatives” as spouses, registered domestic partners,children, siblings, parents, in-laws, and any other blood relatives or step-relatives. If you are aware of arelative applying for a position at the Company, you must inform Human Resources.

5-16. Non-Fraternization Policy

The Company does not prohibit dating and consensual romantic/sexual relationships (collectively referredto as “personal relationships”) except in the circumstance outlined below. Nevertheless, we want toemphasize that such relationships may present a number of difficulties, which should be carefullyconsidered. For example, it is not always possible to tell when a relationship is truly welcome, and allemployees must be aware of the possibility that a relationship they think is consensual is not. Further, itmay prove uncomfortable if a relationship ends and both parties still work at the Company.

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Any employee involved in a personal relationship may not supervise or evaluate the performance of theother person involved in the relationship, and Supervisors may not have personal relationships with anyonewho directly or indirectly reports to them. This policy exists for several reasons. First, the existence of apersonal relationship could potentially result in or be perceived as resulting in a more favorable or morenegative evaluation than might otherwise have been given or more or less favorable treatment with respectto other terms and conditions of employment. In addition, the person being supervised may find it difficultto deal with sexual overtures. Finally, either or both parties may find it difficult to end a previouslyconsensual relationship.

If any of these situations should develop or if there is any question in your mind whether a relationship inwhich you are involved falls within this exception, the matter should be brought to the attention of HumanResources so that it can be handled appropriately. In such cases where a conflict or the potential forconflict arises, even if there is no supervisory relationship involved, the parties may be separated byreassignment or terminated from employment, at the discretion of the Company.

5-17. Employee Dress and Personal Appearance

We are fortunate at Progenity to have a business casual dress code. Progenity tries to maintain a relaxedyet professional working environment that promotes a positive Company image. In order to present aprofessional Company image and working atmosphere, employees are expected to dress in a clean, neatand casual businesslike fashion. The following is a list of guidelines that set general parameters for propercasual business wear. This list in not intended to be inclusive. (A good rule of thumb is that if you are notsure something is acceptable, choose something else)

1. Slacks/Shorts – Blue jeans will be permitted provided they are not faded, torn or otherwise damaged.Inappropriate items include sweatpants, bib overalls, short shorts, beachwear, workout attire, spandexor other form-fitting pants.

2. Shirts – Casual shirts, golf shirts, and sweaters are acceptable. Inappropriate items include Tank tops,halter-tops and anything displaying your midriff. Avoid excessively low necklines and shirts that are tootight or short.

3. Dresses and Skirts – Casual dresses and skirts, and jean skirts are acceptable. Inappropriate itemsinclude mini-skirts and thin strap dresses.

4. Footwear – Athletic shoes, loafers, dress sandals and leather shoes are acceptable.5. Laboratory Personnel - Due to safety and compliance issues, laboratory employees are prohibited from

wearing open-toed shoes, elevated heels with a narrow contact area, overly-loose fitting clothing, orother attire that may pose a hazard to employees or compromise testing procedures. Laboratory coatsare permitted for laboratory staff. Employees with occasional access to the laboratory can wear attireconsistent with the general dress code but must comply with these guidelines if they are entering alaboratory area.

We are confident employees will exercise good judgment in determining what is appropriate. Violations ofthe policy can range from inappropriate clothing items to offensive perfumes/colognes and body odor.Employees who report to work inappropriately attired will be asked to leave work to change clothes and willbe required to use paid time off to do so.

If a staff member’s poor hygiene or use of too much perfume/cologne is an issue, the supervisor shoulddiscuss the problem with the staff member in private and should point out the specific areas to be corrected.If the problem persists, supervisors should follow the normal corrective action process. Please contact yoursupervisor, manager or Human Resources if you have any questions.

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5-18. References

Progenity, Inc. will respond to reference requests through the Human Resources Department. TheCompany will provide general information concerning the employee such as date of hire, date oftermination, and positions held. Requests for reference information must be in writing, and responses willbe in writing. Please refer all requests for references to Human Resources.

Only the Human Resources Department may provide references.

5-19. If You Must Leave Us

Should you decide to leave the Company, we ask that you provide your Supervisor with at least two (2)weeks advance notice of your departure. This is not required, however, your thoughtfulness will beappreciated.

All Company property including, but not limited to, keys, security cards, parking passes, laptop computers,fax machines, uniforms, etc. must be returned at separation. Employees also must return all of theCompany’s Confidential Information upon separation. To the extent permitted by law, employees will berequired to repay the Company (through payroll deduction, if lawful) for any lost or damaged Companyproperty.

As noted previously, all employees are employed at-will and nothing in this handbook changes that status.

5-20. Exit Interview

Before leaving Progenity, employees may be asked to participate in a voluntary exit interview. This willprovide closure to the employee's employment with the Company and will allow the Company to ensurethat it has resolved various administrative matters, answered any questions about continuation of benefitsand listened to any of the employee's comments or ideas about improving the Company's operations.

5-21. A Few Closing Words

This handbook is intended to give you a broad summary of things you should know about Progenity, Inc.The information in this handbook is general in nature and, should questions arise, any member ofmanagement should be consulted for complete details. While we intend to continue the policies, rules andbenefits described in this handbook, Progenity, Inc., in its sole discretion, may always amend, add to,delete from or modify the provisions of this handbook and/or change its interpretation of any provision setforth in this handbook. Please do not hesitate to speak to management if you have any questions about theCompany or its personnel policies and practices.

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Section 6 – State-Specific Policies/Guidelines

6-1. California

Working Hours and Schedule

The Progenity, Inc. corporate office in California normally is open for business from 6:00 a.m. to 8:00 p.m.Pacific time, Monday through Friday. You will be assigned a work schedule and you will be expected tobegin and end work according to the schedule.

Rest Breaks

Non-exempt employees who work three-and-one-half (3-1/2) or more hours per day are provided one 10-minute paid rest break for every four (4) hours or major fraction thereof worked. For purposes of this policy,“major fraction” means any time greater than two (2) hours. By way of example, the amount of rest timeshould be determined on the scheduled hours of work as follows:

More than 3.5 hours up to 6 hours = one 10-minute rest breakMore than 6 hours and up to 10 hours = two 10-minute rest breaksMore than 10 hours and up to 14 hours = three 10-minute rest breaks

Rest breaks should be taken as close to the middle of each work period as is practical. Rest breaks maynot be accumulated or taken at the beginning or end of a work period. Employees do not need to obtaintheir supervisor’s approval or notify their supervisor when taking a rest break even though it is good practiceto do so.

Although a rest break may be voluntarily waived, the Company encourages employees to take their restbreaks; they are not expected to work during their rest breaks. No Supervisor may ask or require anemployee to give up their rest break. If at any time you are not authorized or permitted to take a rest break,or if your rest break is interrupted and a new break is not provided, please immediately advise the Head ofHuman Resources.

Non-exempt employees are paid for all rest break periods. Accordingly, you do not need to clock out whentaking a rest break.

Meal Periods

Employees are entitled to take one 30-minute uninterrupted, unpaid meal period for each 5-hour workperiod in a workday. Therefore, employees who work 10 hours in a workday are entitled to two 30-minuteuninterrupted, unpaid meal periods.

Employees who work 6 or fewer hours in a day may waive their meal period if they choose to do so. TheCompany will assume that all employees working 6 or fewer hours in a day intend to waive their mealperiod unless they inform their Supervisor otherwise. If an employee works more than 10 hours but nomore than 12 hours in a workday, the employee can voluntarily waive his or her second meal period, butonly if the first one was not waived. Any waiver of the second meal period must be in writing and providedto Human Resources before the second meal period. See Human Resources if you would like to sign andsubmit a form that waives your right to a second meal period, as explained above.

You are responsible for scheduling your own meal period, but it should begin no later than the end of yourfifth hour of work. For example, if you begin working at 8:00 a.m., your meal period must be provided by no

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later than 1:00 p.m. When scheduling your meal period, you should try to anticipate your work flow anddeadlines. Employees are encouraged to take their meal periods; they are not expected to work during theirmeal periods.

During your meal period, you are relieved of all duty and you should not work during this time. When takingyour meal period, you should be completely off work for at least 30 minutes. Employees are prohibited fromworking “off the clock” during their meal period. However, you will be compensated for all hours you actuallywork. Employees who use a time clock must clock out for their meal periods and clock back in once the 30-minute meal period has ended. Failure to clock out for your meal period may result in disciplinary action. Ifyou do perform work for any reason after commencing a meal period, you must clock in prior to performingany work.

Unless otherwise directed by your supervisor in writing, you do not need to obtain your supervisor’sapproval or notify your supervisor when you take your meal period, although it is a good practice to do so.No Supervisor may ask or require an employee to give up their meal period. If you are (a) not provided areasonable opportunity to take a 30-minute meal period, (b) not provided a reasonable opportunity to take a30-minute meal period before the end of the fifth hour of work, or (c) were interrupted to return to workduring your meal period, please immediately notify Human Resources.

General Requirements for Rest Breaks and Meal Periods

All rest breaks and meal periods must be taken outside your work area. You should not visit or socializewith employees who are working while you are taking your rest break or meal period. You may leave thepremises during your meal periods.

Employees are required to immediately notify their supervisor, manager, or Human Resources if theybelieve they are being pressured or coerced by any manager, supervisor, or other employee to not take anyportion of a provided rest break or meal period.

Overtime

Non-exempt employees generally will be paid overtime at the rate of time and one-half (1.5) times theregular rate of pay for all hours worked in excess of eight (8) hours in one workday or forty (40) hours inone workweek, or for the first eight (8) hours on the seventh day in the same workweek.

Non-exempt employees generally will be paid double-time for hours worked in excess of twelve (12) in anyworkday or in excess of eight (8) on the seventh day of the workweek.

Employees may work overtime only with management authorization. You will be paid for all overtime hoursworked, whether or not it was required or approved by management. However, repeated working ofunapproved overtime may result in disciplinary action up to and including termination.

For purposes of calculating overtime for non-exempt employees, the workweek begins at 12 a.m. onSunday and ends at 11:59 p.m. on the following Saturday.

Exempt employees may have to work hours beyond their normal schedules as work demands require. Noovertime compensation will be paid to exempt employees.

Holiday, vacation and sick time hours are not considered as time worked for overtime purposes. Employeesare required to immediately notify their supervisor, manager, or Human Resources if they believe they arebeing pressured or coerced by any manager, supervisor, or other employee to not accurately record all timeworked.

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Family and Medical Leave/California Family Rights Act

Employees may be entitled to a leave of absence under the Family and Medical Leave Act (“FMLA”) and/orthe California Family Rights Act (“CFRA”). This policy provides employees with information concerningFMLA/CFRA entitlements and obligations employees may have during such leaves. Whenever permitted bylaw, the Company will run FMLA leave concurrently with CFRA and any other leave provided under state orlocal law. If employees have any questions concerning FMLA/CFRA leave, they should contact HumanResources.

I. Eligibility

FMLA/CFRA leave is available to “FMLA/CFRA eligible employees”. Employees must meet the followingeligibility requirements to be deemed an “eligible employee” for FMLA and/or CFRA purposes:

FMLAAn employee must: (1) have been employed by the Company for at least 12 months (which need not beconsecutive); (2) have worked for the Company at least 1250 hours during the12-month period immediately preceding the commencement of the leave; and (3) be employed at aworksite where 50 or more employees of the Company are located within 75 miles of the worksite.

CFRA

An employee must: 1) have worked for the Company for at least 12 months (which need not beconsecutive),2) have worked for at least 1,250 hours in the last 12 months for the Company and (3) be employed at aworksite that has 50 or more employees within 75 miles from the location of your Company worksite.

II. Entitlements

As described below, the FMLA and CFRA provide eligible employees with a right to leave, applicable healthinsurance benefits and, with some limited exceptions, job restoration upon completion of the leave. TheFMLA and CFRA also entitle employees to certain written notices concerning their potential eligibility forand designation of leave.

A. Basic FMLA/CFRA Leave Entitlement

The FMLA/CFRA provides eligible employees up to 12 workweeks of unpaid leave for certain family andmedical reasons during a 12-month period. The 12-month period is based on a fixed 12-month leave yearthat coincides with the calendar year. In some instances, leave may be counted under the FMLA but notCFRA, or CFRA but not the FMLA. It is the Company’s policy to provide the greater leave benefit providedunder the FMLA or CFRA and to run leave concurrently under the FMLA and CFRA whenever possible.

Leave may be taken for any one, or for a combination, of the following reasons:

Pregnancy or Childbirth: Disability due to pregnancy, childbirth or related medical condition (counts onlytoward FMLA leave and California Pregnancy Disability Leave (“PDL”) leave entitlements);

Child Bonding: Bonding and/or caring for a newborn child (counts toward FMLA and CFRA leave entitlements). Your child does not need to be sick. The leave must be completed within

one year of the birth. Child Placement: For placement with the employee of a child for adoption or foster care and to care for

the newly placed child; (counts toward FMLA and CFRA leave entitlements). Your child does not needto be sick. The leave must be completed within one year of the adoption or foster care placement.

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Serious Health Condition of a Family Member: To care for your spouse, registered domestic partner,child or parent (but not in-law) with a serious health condition. Leave for this reason counts towardFMLA and CFRA leave entitlements, except that time to care for an employee’s registered domesticpartner does not count towards FMLA leave, only CFRA leave.

Your Own Serious Health Condition: For your own serious health condition that makes you unable toperform one or more of the essential functions of your job; and/or (counts toward FMLA and CFRAleave entitlements);

Military Exigency Family Leave: for any “qualifying exigency” arising out of the fact that your spouse,son, daughter, or parent is on active duty or called to active duty status in the National Guard orReserves in support of a contingency operation. This includes leave time for: (1) short-noticedeployment (a period of seven calendar days beginning when a covered military member is notified ofan impending call or order to active duty seven or less calendar days in advance); (2) attending militaryevents and related activities; (3) handling childcare and school activities; (4) making financial and legalarrangements; (5) counseling; (6) rest and recuperation (up to five days to spend time with a coveredmilitary member on short-term, rest and recuperation leave); (7) post- deployment activities; and (8)additional activities that you and the Company agree qualify as an exigency.

A “Serious Health Condition” is an illness, injury, impairment or physical or mental condition that involvesone of the following: (1) any period of incapacity or treatment connected with inpatient care (i.e., anovernight stay) in a hospital, hospice, or residential mental care facility; (2) any period of incapacityrequiring absence from work, school, or other regular daily activities of more than three calendar days,that also involves continuing treatment by a health care provider; (3) any period of incapacity due topregnancy, or for prenatal care; (4) any period of incapacity (or treatment therefore) due to a chronicserious health condition (e.g., asthma, diabetes, epilepsy, etc.); (5) a period of incapacity that is permanentor long-term due to a condition for which treatment may not be effective (e.g., Alzheimer’s, stroke, terminaldiseases, etc.); or (6) any absences to receive multiple treatments (including any period of recoverytherefrom) by, or on referral by, a health care provider for a condition that likely would result in incapacity ofmore than three consecutive days if left untreated (e.g., chemotherapy, physical therapy, dialysis, etc.Subject to certain conditions, the continuing treatment requirement may be met by a period of incapacity ofmore than three consecutive calendar days combined with at least two visits to a health care provider orone visit and a regimen of continuing treatment, or incapacity due to pregnancy, or incapacity due to achronic condition. Other conditions may meet the definition of continuing treatment.

B. Additional Military Family Leave Entitlement (Injured Service member Leave)

In addition to the basic FMLA/CFRA leave entitlement described above, an eligible employee who is thespouse, son, daughter, parent or next of kin of a covered service member is entitled to take up to 26 weeksof leave during a single 12-month period to care for the service member with a serious injury or illness.Leave to care for a service member shall only be available during a single-12 month period and, whencombined with other FMLA-qualifying leave, may not exceed26 weeks during the single 12-month period. The single 12-month period begins on the first day an eligibleemployee takes leave to care for the injured service member.

A “covered service member” is a current member of the Armed Forces, including a member of the NationalGuard or Reserves, who is undergoing medical treatment, recuperation or therapy, is otherwise inoutpatient status or is on the temporary retired list, for a serious injury or illness. These individuals arereferred to in this policy as “current members of the Armed Forces.” Covered service members also includea veteran who is terminated or released from military services under condition other than dishonorable atany time during the five years preceding the date the eligible employee takes FMLA leave to care for thecovered veteran, and who is undergoing medical treatment, recuperation or therapy for a serious injury orillness. These individuals are referred to in this policy as “covered veterans.”

The “next of kin” of a current service member is the nearest blood relative, other than current servicemember’s spouse, parent, son, or daughter, in the following order of priority: (1) a blood relative who hasbeen designated in writing by the service member as the next of kin for FMLA purposes; (2) blood relative

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who has been granted legal custody of the service member; (3) brothers and sisters; (4) grandparents; (5)aunts and uncles; and (6) first cousins, unless the covered service member has specifically designated inwriting another blood relative as his or her nearest blood relative for purposes of military caregiver leaveunder the FMLA.

The FMLA definitions of a “serious injury or illness” for current Armed Forces members and coveredveterans are distinct from the FMLA definition of “serious health condition” applicable to FMLA leave to carefor a covered family member.

C. Intermittent Leave and Reduced Leave Schedules

FMLA/CFRA leave usually will be taken for a period of consecutive days, weeks or months. However,employees are also entitled to take FMLA/CFRA leave intermittently or on a reduced leave schedule whenmedically necessary due to a serious health condition of the employee or covered family member or theserious injury or illness of a covered service member. Leave due to qualifying exigencies may also be takenon an intermittent or reduced schedule basis.

Employees are also eligible for intermittent leave for bonding with a child following birth or placement.Intermittent leave for bonding purposes generally must be taken in two-week increments, but the Companypermits two occasions where the leave may be for less than two weeks.

D. Protection of Group Health Insurance Benefits

During FMLA and/or CFRA leave, eligible employees are entitled to receive health plan coverage (ifapplicable) on the same terms and conditions as if they had continued to work.

E. Restoration of Employment and Benefits

At the end of FMLA/CFRA leave, subject to some exceptions including situations where job restoration of“key employees” will cause the Company substantial and grievous economic injury, employees generallyhave a right to return to the same or equivalent positions they held before the FMLA/CFRA leave. TheCompany will notify employees if they qualify as “key employees,” if it intends to deny reinstatement, and oftheir rights in such instances. Additionally, an employee returning from FMLA/CFRA leave may not bereinstated if the job ceased because of legitimate business reasons unrelated to the employee’s taking ofleave or each means of preserving the job would substantially undermine the Company’s ability to operateits business safely and efficiently. Use of FMLA/CFRA leave will not result in the loss of any employmentbenefit that accrued prior to the start of an eligible employee’s FMLA/CFRA leave.

F. Notice of Eligibility for, and Designation of, FMLA/CFRA Leave

Employees requesting FMLA/CFRA leave are entitled to receive written notice from the Company tellingthem whether they are eligible for FMLA and/or CFRA leave and, if not eligible, the reasons why they arenot eligible. When eligible for FMLA/CFRA leave, employees are entitled to receive written notice of: 1) theirrights and responsibilities in connection with such leave; 2) the Company’s designation of leave asFMLA/CFRA-qualifying or non- qualifying, and if not FMLA/CFRA-qualifying, the reasons why; and 3) theamount of leave, if known, that will be counted against the employee’s leave entitlement.

The Company may retroactively designate leave as FMLA/CFRA leave for a period of up to 10 days withappropriate written notice to employees, provided the Company’s failure to designate leave asFMLA/CFRA-qualifying at an earlier date did not cause harm or injury to the employee. In all cases where aleave qualifies only for FMLA protection, the Company and employee can mutually agree that leave beretroactively designated as FMLA leave.

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III. Employee FMLA/CFRA Leave Obligations

A. Provide Notice of the Need for Leave

Employees who wish to take FMLA/CFRA leave must timely notify the Company of their need forFMLA/CFRA leave. The following describes the content and timing of such employee notices.

1. Content of Employee Notice

To trigger FMLA/CFRA leave protections, employees must notify Human Resources of the need forFMLA/CFRA-qualifying leave and the anticipated timing and duration of the leave, if known. Employeesmay do this by either requesting FMLA/CFRA leave specifically, or explaining the reasons for leave so as toallow the Company to determine that the leave is FMLA/CFRA-qualifying. For example, employees mightexplain that:

A medical condition renders them unable to perform the functions of their job; They are pregnant or have been hospitalized overnight; They or a covered family member are under the continuing care of a health care provider; The leave is due to a qualifying exigency caused by a covered military member being on active duty or

called to active duty status; or The leave is for a family member whose condition renders the family member unable to perform daily

activities, or the family member is a covered service member with a serious injury or illness.

Calling in “sick,” without providing the reasons for the needed leave, will not be considered sufficient noticefor FMLA/CFRA leave under this policy. Employees must respond to the Company’s lawful questions todetermine if absences are potentially FMLA/CFRA-qualifying.

If employees fail to explain the reasons for FMLA/CFRA leave, the leave may be denied. When employeesseek leave due to FMLA/CFRA-qualifying reasons for which the Company has previously providedFMLA/CFRA-protected leave, they must specifically reference the qualifying reason for the leave or theneed for FMLA/CFRA leave.

2. Timing of Employee Notice

Employees must provide 30 days advance notice of the need to take FMLA/CFRA leave when the need isforeseeable. When 30 days’ notice is not possible, or the approximate timing of the need for leave is notforeseeable, employees must provide the Company notice of the need for leave as soon as practicableunder the facts and circumstances of the particular case. Employees, who fail to give 30 days’ notice forforeseeable leave without a reasonable excuse for the delay, or otherwise fail to satisfy FMLA/CFRA noticeobligations, may have FMLA/CFRA leave delayed or denied, to the extent permitted by applicable law.

Employees must also follow the Company’s usual and customary notice and procedural requirements whenrequesting FMLA/CFRA leave, absent unusual circumstances, to the extent permitted by applicable law. Ifemployees fail to comply with these requirements, and no unusual circumstances justify the failure tocomply, FMLA/CFRA leave may be delayed or denied provided that employees have not otherwiseprovided timely notice as required by the FMLA/CFRA, to the extent permitted by applicable law.

B. Cooperating in the Scheduling of Leave of Planned Medical Treatment (IncludingAccepting Transfers to Alternative Positions) and Intermittent Leave or Reduced LeaveSchedules

When planning medical treatment, employees must consult with the Company and make a reasonableeffort to schedule treatment so as not to unduly disrupt the Company’s operations, subject to the approvalof an employee’s health care provider. Employees must consult with the Company prior to the scheduling of

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treatment in order to work out a treatment schedule that best suits the needs of both the Company and theemployees, subject to the approval of the applicable health care provider. If employees providing notice ofthe need to take leave on an intermittent basis for planned medical treatment neglect to fulfill this obligation,the Company may require employees to attempt to make such arrangements, subject to the approval of theemployee’s health care provider.

When employees take intermittent or reduced work schedule leave for foreseeable planned medicaltreatment for the employee or a family member, including a period of recovery from a serious healthcondition, or to care for a covered service member, the Company may temporarily transfer employees toalternative positions with equivalent pay and benefits for which the employees are qualified and whichbetter accommodate recurring periods of leave.

When employees seek intermittent leave or a reduced leave schedule for reasons unrelated to the planningof medical treatment, upon request, employees must advise the Company of the reason why such leave ismedically necessary. In such instances, the Company and employee shall attempt to work out a leaveschedule that meets the employee’s needs without unduly disrupting the Company’s operations, subject tothe approval of the employee’s health care provider.

C. Submit Initial Medical Certifications Supporting Need for Leave (Unrelated to Requestsfor Military Family Leave)

Depending on the nature of FMLA/CFRA leave sought, employees may be required to submit medicalcertifications supporting their need for FMLA/CFRA-qualifying leave. As described below, there generallyare three types of FMLA/CFRA medical certifications: an initial certification, a recertification and a return towork/fitness for duty certification.

It is the employee’s responsibility to provide the Company with timely, complete and sufficient medicalcertifications. Whenever the Company requests employees to provide FMLA/CFRA medical certifications,employees must provide the requested certifications within 15 calendar days after the Company’s request,unless it is not practicable to do so despite an employee’s diligent, good faith efforts. The Company shallinform employees if submitted medical certifications are incomplete or insufficient and provide employees atleast seven calendar days to cure deficiencies. The Company will deny FMLA/CFRA leave to employeeswho fail to timely cure deficiencies or otherwise fail to timely submit requested medical certifications, to theextent permitted by applicable law.

With the employee’s permission, the Company (through individuals other than an employee’s directsupervisor) may contact the employee’s health care provider to authenticate or clarify completed andsufficient medical certifications. If employees choose not to provide the Company with authorizationallowing it to clarify or authenticate certifications with health care providers, the Company may denyFMLA/CFRA leave if certifications are unclear, to the extent permitted by applicable law.

Whenever the Company deems it appropriate to do so, it may waive its right to receive timely, completeand/or sufficient FMLA medical certifications.

1. Initial Medical Certifications

Employees requesting leave because of their own, or a family member’s, serious health condition, or tocare for a covered service member, must supply medical certification supporting the need for such leavefrom their health care provider or, if applicable, the health care provider of their covered family or servicemember. If employees provide at least 30 days’ notice of medical leave, they should submit the medicalcertification before leave begins. A new initial medical certification will be required on an annual basis forserious medical conditions lasting beyond a single leave year.

If the Company has reason to doubt initial medical certifications regarding an employee’s own serioushealth condition, it may require employees to obtain a second opinion at the Company’s expense. If the

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opinions of the initial and second health care providers differ, the Company may, at its expense, requireemployees to obtain a third, final and binding certification from a health care provider designated orapproved jointly by the Company and the employee.

2. Medical Recertification

Depending on the circumstances and duration of FMLA/CFRA leave, the Company may require employeesto provide recertification of medical conditions giving rise to the need for leave. The Company will notifyemployees if recertification is required and will give employees at least 15 calendar days to provide medicalrecertification. In cases of leave that qualify under CFRA, recertification will generally only be requestedwhen the original certification has expired.

3. Return to Work/Fitness for Duty Medical Certifications

Unless notified that providing such certifications is not necessary, employees returning to work fromFMLA/CFRA leaves that were taken because of their own serious health conditions that made them unableto perform their jobs must provide the Company medical certification confirming they are able to return towork and the employee’s ability to perform the essential functions of the employees’ position, with orwithout reasonable accommodation. The Company may delay and/or deny job restoration until employeesprovide return to work/fitness for duty certifications.

D. Submit Certifications Supporting Need for Military Family Leave

Upon request, the first time employees seek leave due to qualifying exigencies arising out of the active dutyor call to active duty status of a covered military member, the Company may require employees to provide:1) a copy of the covered military member’s active duty orders or other documentation issued by the militaryindicating the covered military member is on active duty or call to active duty status and the dates of thecovered military member’s active duty service; and 2) a certification from the employee setting forthinformation concerning the nature of the qualifying exigency for which leave is requested. Employees shallprovide a copy of new active duty orders or other documentation issued by the military for leaves arising outof qualifying exigencies arising out of a different active duty or call to active duty status of the same or adifferent covered military member.

When leave is taken to care for a covered service member with a serious injury or illness, the Companymay require employees to obtain certifications completed by an authorized health care provider of thecovered service member. In addition, and in accordance with the FMLA regulations, the Company mayrequest that the certification submitted by employees set forth additional information provided by theemployee and/or the covered service member confirming entitlement to such leave.

E. Reporting Changes to Anticipated Return Date & Periodically Concerning Intent toReturn toWork

Employees must contact Human Resources periodically in accordance with the instructions noted on theEligibility Notice regarding their status and intention to return to work at the end of the FMLA/CFRA leaveperiod. If an employee’s anticipated return to work date changes and it becomes necessary for theemployee to take more or less leave than originally anticipated, the employee must provide the Companywith reasonable notice (i.e., within two business days) of the employee’s changed circumstances and newreturn to work date. If employees give the Company unequivocal notice of their intent not to return to work,they will be considered to have voluntarily resigned and the Company’s obligation to maintain applicablehealth benefits (subject to COBRA requirements) and to restore their positions will cease.

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F. Substitute Paid Leave for Unpaid FMLA and CFRA Leave

If employees request FMLA/PDL leave because of disability due to pregnancy, childbirth or related medicalconditions, they must first substitute any accrued paid sick time for unpaid family/medical leave. Employeesmay submit a written request to substitute any other accrued, unused paid time off benefits for unpaidFMLA/PDL leave once the employees’ sick time is exhausted.

If employees request FMLA/CFRA leave because of their own serious health conditions (excludingabsences for which employees are receiving workers’ compensation or short-term disability benefits), theymust first substitute any accrued paid time off, including sick time, for unpaid family/medical leave.

If employees request FMLA/CFRA leave to care for a covered family member with a serious healthcondition or bond with a newborn child, they must first substitute any accrued paid time off, other than sicktime, for unpaid family/medical leave. Once accrued paid time off, other than sick time, is exhausted, uponwritten request an employee can substitute paid sick time for unpaid FMLA/CFRA leave for such purposesexcept an employee cannot use sick time to bond with a child where the employee’s child is not ill or sicksince sick time is contingent on the illness of the employee, child, parent, spouse or registered domesticpartner.

The substitution of paid time off for unpaid family/medical leave time does not extend the length of FMLAleaves and the paid time off runs concurrently with the FMLA/CFRA entitlement.

A leave of absence in connection with a workers’ compensation injury/illness or for which an employeereceives short-term disability or State of California Paid Family Leave benefits shall run concurrently withFMLA/CFRA leave. Upon written request, the Company will allow employees to use accrued paid time off tosupplement any paid workers’ compensation, short- term disability or Paid Family Leave benefits.

G. Pay Employee’s Share of Health Insurance Premiums

As noted above, during FMLA/CFRA leave, employees are entitled to continued group health plan coverage(if applicable) under the same conditions as if they had continued to work. If paid leave is substituted forunpaid family/medical leave, the Company will deduct employee’s shares of the health plan premium as aregular payroll deduction.

If FMLA/CFRA leave is unpaid, employees must pay their portion of the premium by a method determinedby the Company upon leave.

The Company’s obligation to maintain health care coverage ceases if an employee’s premium payment ismore than 30 days late. If an employee’s payment is more than 15 days late, the Company will send a letternotifying the employee that coverage will be dropped on a specified date unless the co-payment is receivedbefore that date. If employees do not return to work within 30 calendar days at the end of the leave period(unless employees cannot return to work because of a serious health condition or other circumstancesbeyond their control) they will be required to reimburse the Company for the cost of the premiums theCompany paid for maintaining coverage during their unpaid FMLA/CFRA leave.

IV. Coordination of FMLA/CFRA Leave with Other Leave Policies

The FMLA does not affect any federal, state or local law prohibiting discrimination, or supersede any Stateor local law or collective bargaining agreement that provides greater family or medical leave rights.However, whenever permissible by law, the Company will run FMLA leave concurrently with any otherleave provided under state or local law. For additional information concerning leave entitlements andobligations that might arise when FMLA/CFRA leave is either not available or exhausted, please consult the

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Company’s other leave policies in your Company handbook as applicable or contact the Human ResourcesDepartment

V. Questions and/or Complaints about FMLA/CFRA Leave

If you have questions regarding this policy, please contact Human Resources. The Company is committedto complying with the FMLA and CFRA and, whenever necessary, shall interpret and apply this policy in amanner consistent with the FMLA and CFRA.

The FMLA makes it unlawful for employers to: 1) interfere with, restrain or deny the exercise of any rightprovided under FMLA; or 2) termination or discriminate against any person for opposing any practice madeunlawful by FMLA or involvement in any proceeding under or relating to FMLA. If employees believe theirFMLA rights have been violated, they should contact Human Resources Department immediately. TheCompany will investigate any FMLA complaints and take prompt and appropriate remedial action toaddress and/or remedy any FMLA violation. Employees also may file FMLA complaints with the UnitedStates Department of Labor or may bring private lawsuits alleging FMLA violations.

Pregnancy Disability Leave

If you are disabled by pregnancy, childbirth or related medical conditions, you are eligible to take apregnancy disability leave (PDL) without regard to your length of service at the Company. If you areaffected by pregnancy or a related medical condition, you are also eligible to transfer to a less strenuous orhazardous position or to less strenuous or hazardous duties, if such a transfer is medically advisable andcan be reasonably accommodated. Employees disabled by qualifying conditions may also be entitled toother reasonable accommodation where doing so is medically necessary. In addition, if it is medicallyadvisable for you to take intermittent leave or work a reduced schedule, the Company may require you totransfer temporarily to an alternative position with equivalent pay and benefits that can better accommodaterecurring periods of leave.

The PDL is for any period(s) of actual disability caused by your pregnancy, childbirth or related medicalcondition up to four (4) months per pregnancy. For purposes of this policy, “four months” means time off forthe number of days the employee would normally work within the four calendar months (one-third of a year,or 17.3 weeks or 122 days), following the commencement date of taking a pregnancy disability leave. For afull time employee who works five eight-hour days per week, or 40 hours per week, “four months” means 88working and/or paid eight-hour days 693 hours of leave entitlement, based on an average of 22 workingdays per month for 17.3 weeks in four months times 40 hours per week. Employees working a part-timeschedule will have their PDL calculated on a pro-rata basis.

The PDL does not need to be taken in one continuous period of time, but can be taken on an as- neededbasis.

For purposes of PDL, a “related medical condition” means a physical or mental condition intrinsic topregnancy or childbirth that includes, but is not limited to, lactation. An employee is “disabled bypregnancy” if, in the opinion of her healthcare provider, she is unable because of pregnancy to perform anyone or more of the essential functions of her job or to perform any of these functions without undue risk toherself, to her pregnancy’s successful completion, or to other persons. An employee also may beconsidered to be “disabled by pregnancy” if, in the opinion of her healthcare provider, she is suffering fromsevere morning sickness or needs to take time off for: prenatal or postnatal care, gestational diabetes,pregnancy-induced hypertension, preeclampsia, doctor-ordered bed rest, postpartum depression, loss orend of pregnancy, and recovery from childbirth or loss or end of pregnancy. The preceding list of conditionsis intended to be non-exclusive and illustrative only.

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To receive reasonable accommodation, obtain a transfer, or take a PDL, you must provide sufficient noticeso the Company can make appropriate plans—30 days’ advance notice if the need for the reasonableaccommodation, transfer or PDL is foreseeable, otherwise as soon as practicable if the need is anemergency or unforeseeable.You are required to obtain a written certification from your health care provider of your need for pregnancydisability leave or the medical advisability of an accommodation or for a transfer. The certification shouldinclude:

1) The date on which you became disabled due to pregnancy or the date of the medical advisability for atransfer;

2) The probable duration of the period(s) of disability or the period(s) for the advisability of a transfer; and3) A statement that, due to the disability, you are either unable to work at all or to perform any one or more

of the essential functions of your position without undue risk to yourself or to other persons; or astatement that, due to your pregnancy, a transfer to a less strenuous or hazardous position or duties ismedically advisable.

Upon request, Human Resources shall provide you with a medical certification form that you can take toyour doctor.

As a condition of your return from pregnancy disability leave or transfer, the Company requires you toobtain a release to return to work from your health care provider stating that you are able to resume youroriginal job duties with or without reasonable accommodation.

At your option, you can use any accrued vacation time or other accrued paid time off as part of your PDLbefore taking the remainder of your leave on an unpaid basis. We require, however, that you use anyavailable sick time during your PDL. The substitution of any paid leave will not extend the duration of yourPDL.

We encourage you to contact the California Employment Development Department regarding your eligibilityfor state disability insurance for the unpaid portion of your leave.

If you do not return to work on the originally scheduled return date nor request in advance an extension ofthe agreed upon leave with appropriate medical documentation, you may be deemed to have voluntarilyterminated your employment with the Company. Failure to notify the Company of your ability to return towork when it occurs, or your continued absence from work because your leave must extend beyond themaximum time allowed, may be deemed a voluntary termination of your employment with the Company,unless you are entitled to additional leave under another law or policy.

Upon your return from a covered PDL, you will be reinstated to your same position in most instances,except that you have no greater right to reinstatement to the same position or to other benefits andconditions of employment than if you had been continuously employed in that position during the PDL.

Taking a PDL may affect some of your benefits and your seniority date. If you want more informationregarding your eligibility for PDL and the impact of the leave on your seniority and benefits, please contactHuman Resources.

Any request for leave after your disability has ended will be treated as a request for family care leave underthe California Family Rights Act (CFRA) and the federal Family and Medical Leave Act (FMLA), if you areeligible for that type of leave. PDL runs concurrently with FMLA (but not CFRA). Please refer to the FMLApolicy.

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Paid Family Leave Benefits

An employee, who is off work to care for a child, spouse, parent, or registered domestic partner with aserious health condition, or to bond with a new child, may be eligible to receive benefits through theCalifornia “Paid Family Leave” (PFL) program, which is administered by the Employment DevelopmentDepartment (EDD).

These benefits are financed solely through employee contributions to the PFL program. That program issolely responsible for determining if an employee is eligible for such benefits.Generally there is a waiting period during which no PFL benefits are available. The EDD can provideadditional information about any applicable waiting period.

If you need to take time off work to care for a child, spouse, parent, or registered domestic partner with aserious health condition or to bond with a new child please advise Human Resources, and you will be giveninformation about the EDD’s PFL program and how to apply for benefits. Employees also may contact theirlocal Employment Development Department Office for further information. You should maintain regularcontact with Human Resources during the time you are off work so we may monitor your return-to-workstatus. In addition, you should contact Human Resources when you are ready to return to work so we maydetermine what positions, if any, are open to you.

When an employee applies for PFL benefits, the Human Resources Department will determine if theemployee has any accrued but unused vacation and personal days available. If the employee has accruedbut unused time available, then the employee will be required to use up to two (2) weeks of such timebefore becoming eligible for PFL benefits.

Employees taking time off work to care for a child, spouse, parent, or domestic partner with a serious healthcondition or to bond with a new child are not guaranteed job reinstatement unless they qualify for suchreinstatement under federal or state family and medical leave laws.

Any time off for Paid Family Leave purposes will run concurrently with other leaves of absence, such asFamily and Medical Leave, if applicable. Please see the “Family and Medical Leave” policy in thisHandbook for eligibility requirements.

Paid Sick Leave (Effective July 1, 2015)

Effective July 1, 2015, employees who work in California for 30 or more days within a year are entitled topaid sick days. Employees will be entitled to use accrued paid sick days, upon oral or written request, for(1) the diagnosis, care, or treatment of an existing health condition of, or preventative care for, an employeeor an employee's family member, and (2) an employee who is a victim of domestic violence, sexual assaultor stalking. A “family member” includes a child, parent, spouse, registered domestic partner, grandparent,grandchild, and sibling.

Full-time employees are permitted to use accrued paid time off for sick leave for the purposes and underthe conditions specified above.

Part-time employees will be given 3 days (24 hours) of paid sick leave for each 12-month period followingthe start and anniversary of their employment. The rate of pay for paid sick leave is the employee’s regularhourly wage. Unused paid sick leave will not carry over to the following 12-month period and is notcompensable at the termination of employment.

Employees are entitled to use paid sick days beginning on the 90th day of employment. The Companymay, but is not required to, lend paid sick days to an employee in advance of accrual. Employees areexpected to provide reasonable advance notice if the time off is foreseeable.

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However, if the time off is not foreseeable, employees must provide notice of the need for leave as soon aspracticable.

The Company will not terminate, discriminate or retaliate against an employee for using or requesting theuse of paid sick leave. Employees have the right to file a complaint against an employer who retaliates onthis basis.

Kin Care

You may use up to one-half of your yearly sick leave accrual to attend to a child, parent, spouse, domesticpartner, or registered domestic partner’s child who is ill. Leave for this purpose may not be taken until ithas actually accrued. All conditions and restrictions placed on your use of sick leave apply also to sickleave used for care of a child, parent, spouse, or domestic partner.

For purposes of sick leave use, a “child” is defined as a biological, foster, or adopted child; stepchild; or alegal ward. A “child” also may be someone for whom you have accepted the duties and responsibilities ofraising, even if he or she is not your legal child.

A “parent” is your biological, foster, or adoptive parent; stepparent; or legal guardian.

A “spouse” is your legal spouse according to the laws of California, which do not recognize “common law”spouses (a union that has not been certified by a civil or religious ceremony).

A “domestic partner” is another adult with whom you have chosen to share your life in an intimate andcommitted relationship of mutual caring. To qualify as a domestic partnership, domestic partners musteither have a domestic partner or civil union certification from a state or municipal authority.

A “domestic partner’s child” is the biological, foster or adopted child, stepchild, or legal ward of yourdomestic partner. A “domestic partner’s child” also may be someone for whom your domestic partner hasaccepted the duties and responsibilities of raising, even if he or she is not your domestic partner’s child.

Witness Leave

An employee called to serve as an expert witness in a judicial proceeding on behalf of the State will begranted leave with pay. An employee who is summoned to appear in court as an expert witness, but not onbehalf of the State may use available vacation and personal time to cover the period of absence.

Employees subpoenaed to appear in court to comply with a subpoena or other court order as a witness inany judicial proceeding must notify their supervisor as soon as possible.

Domestic Violence/Sexual Assault Leave

If you are a victim of domestic violence or sexual assault, you may be eligible for unpaid leave. You mayrequest leave if you are involved in a judicial action, such as obtaining a restraining order, or appearing incourt to obtain relief to ensure your health, safety, or welfare, or that of your child.

You should provide notice and certification of your need to take leave under this policy. Certification may besufficiently provided by any of the following:

A police report indicating that you were a victim of domestic violence or sexual assault; A court order protecting or separating you from the perpetrator of an act of domestic violence or sexual

assault, or other evidence from the court or prosecuting attorney that you appeared in court; or

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Documentation from a medical professional, domestic violence advocate, advocate for victims of sexualassault, health-care provider, or counselor that you are undergoing treatment for physical or mentalinjuries or abuse resulting in victimization from an act of domestic violence or sexual assault.

The Company will, to the extent allowed by law, maintain the confidentiality of an employee requestingleave under this provision.

As a victim of domestic violence, sexual assault or stalking, you may also request reasonableworkplace safety accommodations. If you need such an accommodation, you may make a request toyour Supervisor or Human Resources.

Victims of Crime Leave

If you are a victim or the family member of a victim of a violent or serious felony, you may take time off fromwork under the following circumstances:

The crime must be a violent or serious felony, as defined by law; and you must be the victim of a crime,or you must be an immediate family member of a victim, a domestic partner of a victim, or the child of adomestic partner of a victim.

An immediate family member is defined as: a spouse, child, stepchild, brother, stepbrother, sister,stepsister, mother, stepmother, father or stepfather. A “domestic partner” is another adult with whom youhave chosen to share your life in an intimate and committed relationship of mutual caring. To qualify as adomestic partnership, domestic partners must either have a domestic partner or civil union certification froma state or municipal authority.

The absence from work must be in order to attend judicial proceedings related to a crime listed above.Before you are absent for such a reason, you must provide documentation of the scheduled proceeding.Such notice is typically given to the victim of the crime by a court or government agency setting the hearing,a district attorney or prosecuting attorney’s office or a victim/witness office. If advance notice is notpossible, you must provide appropriate documentation within a reasonable time after the absence.

Any absence from work to attend judicial proceedings will be unpaid, unless you choose to take paid timeoff, such as accrued vacation, available sick leave, or other leave time that may be available.

Voting Leave

In the event an employee does not have sufficient time outside of working hours to vote in a statewideelection, the employee may take off sufficient working time to vote. This time should be taken at thebeginning or end of the regular work schedule, whichever allows the most free time for voting and the leasttime off from work. An employee will be allowed a maximum of two (2) hours of voting leave on ElectionDay without loss of pay. Where possible, the Supervisor should be notified of the need for leave at leastthree (3) working days prior to the Election Day.

Volunteer Civil Service Personnel

You will not be disciplined for taking unpaid time off to perform emergency duty as a volunteer firefighter,peace officer, or emergency rescue personnel. You are also eligible for unpaid leave for required trainingrelated to these positions. If you are an official volunteer in one of these roles, please alert your supervisorthat you may have to take time off for emergency duty. When taking time off for emergency duty, alert yoursupervisor before doing so when possible.

Time Off For School Related Activities

Parents, guardians, or grandparents with school children from kindergarten through Grade 12, or whoattend licensed child day care facilities, are provided unpaid time off (up to a maximum of eight (8) hours in

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one (1) calendar month and forty (40) hours in one (1) calendar year) to participate in school or day careactivities if they work at a location with twenty-five (25) or more employees. We may require proof of anemployee’s participation in these activities. You must provide reasonable advance notice to your supervisorbefore taking any time off under this policy. Parents, guardians, or grandparents with custody ofschoolchildren who have been suspended also are allowed to take unpaid time off to appear at the schoolpursuant to the school’s request.

Heat Illness

The Company is concerned about your health and safety. Employees who work outdoors may be exposedto extreme temperatures or adverse working conditions, particularly in the summer months. When you workoutdoors in hot weather, you may be allowed periodic short breaks (5-10 minutes) to cool down. Theseperiodic short breaks will be paid time. Be sure to ask your Supervisor and/or Human Resources aboutsafeguards against heat illness.

Organ and Bone Marrow Donation

Employees taking time off for medical procedures associated with organ or bone marrow donation arerequired to use existing vacation for this leave, if available. If the employee’s paid time off has beenexhausted, the employee will be allowed an additional 5 days of unpaid recovery leave when donating bonemarrow and an additional 30 days when donating an organ. Proper medical verification is required andadvance notice should be given.

California: Social Security Number Privacy

It is the policy of the Company to ensure to the extent practicable the confidentiality of employees’ SocialSecurity Numbers in accordance with California law.

The Company will not intentionally do any of the following acts which result in a prohibited disclosure ofemployees’ Social Security Numbers. Violation of this policy will result in discipline up to and includingtermination of employment.

1. Publicly post or publicly display in any manner an employee’s social security number.2. Print an employee’s social security number on any card required for the employee to access products

or services provided by the Company.3. Require an employee to transmit his or her social security number over the Internet, unless the

connection is secure or the social security number is encrypted.4. Require an employee to use his or her social security number to access an Internet Web site, unless a

password or unique personal identification number or other authentication device is also required toaccess the Internet Web site.

5. Print an employee’s social security number on any materials that are mailed to the employee, unlessstate or federal law requires the social security number to be on the document to be mailed. However,social security numbers may be included in applications and forms sent by mail, including documentssent as part of an application or enrollment process, or to establish, amend or terminate an account,contract or policy, or to confirm the accuracy of the social security number. A social security numberthat is permitted to be mailed under this section will not be printed, in whole or in part, on a postcard orother mailer not requiring an envelope, or visible on the envelope or without the envelope having beenopened.

The Company may collect, use, or release an employee’s social security number as required by state orfederal law, and the Company may use an employee’s social security number for internal verification oradministrative purposes.

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The Company limits access to Social Security Numbers to those employees and outside consultants whosejob duties require that they use this information in connection with Company business. The employees andindividuals who have access to Social Security Numbers are those who work in the following areas:

Human ResourcesBenefits AdministrationComputer and Information TechnologyExecutive ManagementLegal DepartmentIndividuals Who Though Not Employed By the Company Provide Legal, Tax, Benefits, Management onOther Consulting Services for the Company

The Company will properly dispose of documents containing Social Security Numbers by ensuring that allsuch materials are shredded or otherwise destroyed prior to discarding such information. Data stored inelectronic format will be rendered irretrievable before computers are discarded or destroyed.

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6-2. Michigan

Michigan: Working Hours and Schedules

The Company normally is open for business from Monday through Saturday. You will be assigned a workschedule and you will be expected to begin and end work according to the schedule. To accommodate theneeds of our business, at some point we may need to change individual work schedules on either a short-term or long-term basis.

Michigan: Your Paycheck

You will be paid bi-weekly for all the time you have worked during the past pay period.

Your pay statement itemizes deductions made from your gross earnings. By law, the Company is requiredto make deductions for Social Security, federal income tax and any other appropriate taxes. These requireddeductions also may include any court-ordered garnishments. Your pay statement will also differentiatebetween regular pay received and overtime pay received.

If you believe there is an error in your pay, bring the matter to the attention of the HR Departmentimmediately so the Company can resolve the matter quickly.

Your paycheck will be given only to you, unless you request that it be mailed, or authorize in writing anotherperson to accept your check for you. An employee who resigns must be paid immediately, as soon as theamount owed is determined. An employee who has been terminated from employment must be paid allwages due, as soon as the amount with due diligence can be determined.

Michigan: Social Security Number Privacy

It is the policy of the Company to ensure to the extent practicable the confidentiality of employees’ SocialSecurity Numbers in accordance with Michigan law.

The Company will not intentionally do any of the following acts which result in a prohibited disclosure ofemployees’ Social Security Numbers. Violation of this policy will result in discipline up to and includingtermination of employment.

1. Publicly display more than 4 sequential digits of a Social Security Number2. Use more than 4 sequential digits of a Social Security Number as a primary account number or use

more than 4 sequential digits of a Social Security Number on any identification badge or card,membership card, permit or license, except where permitted by law.

3. Require employees to use or transmit more than 4 sequential digits of their Social Security Numbers overthe internet or on a computer system or network or to gain access to the internet, computer system ornetwork unless the connection is secure or the transmission is encrypted. Similarly, the Company will notrequire employees to use or transmit more than 4 sequential digits of their Social Security Numbers to gainaccess to the internet or a computer system unless the connection is secure, the transmission isencrypted, or a password or other unique personal identification or authentication device is also required.

4. Include more than 4 sequential digits of Social Security Numbers on the outsides of envelopes orpackages or visible internal areas.

5. Include more than 4 sequential digits of Social Security Numbers in documents or information mailed toindividuals, except as permitted by law.

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The Company limits access to Social Security Numbers to those employees and outside consultants whosejob duties require that they use this information in connection with Company business. The employees andindividuals who have access to Social Security Numbers are those who work in the following areas:

Human ResourcesBenefits AdministrationComputer and Information TechnologyExecutive ManagementLegal DepartmentIndividuals Who Though Not Employed By the Company Provide Legal, Tax, Benefits, Management onOther Consulting Services for the Company

The Company will properly dispose of documents containing Social Security Numbers by ensuring that allsuch materials are shredded or otherwise destroyed prior to discarding such information. Data stored inelectronic format will be rendered irretrievable before computers are discarded or destroyed.

Michigan: Victims of Crime Leave

An employee who is a victim or victim’s representative, called to serve as a witness in a judicial proceeding,must notify his/her supervisor as soon as possible.

Employees will not be compensated for time away from work to participate in a court case, but may useavailable vacation and personal time to cover the period of absence.

Employees testifying as the victim or representative of a victim in a judicial proceeding will not bedisciplined for their absence.

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6-3. Texas

Texas: Equal Employment Opportunity

As set forth in the National Handbook, Progenity is committed to equal employment opportunity and tocompliance with federal antidiscrimination laws. We also comply with Texas law, which prohibitsdiscrimination and harassment against any employees or applicants for employment based on race, color,religion, national origin, sex, disability, age (40 and over), genetic information or the refusal to submit to agenetic test. The Company will not tolerate discrimination or harassment based upon these characteristicsor any other characteristic protected by applicable federal, state or local law.

The Company also complies with the Texas law prohibiting sexual harassment of unpaid interns.

Texas: Witness Leave

An employee called to serve as a witness in a judicial proceeding must notify his/her supervisor as soon aspossible.

Employees will not be compensated for time away from work to participate in a court case, but may useavailable vacation and personal time to cover the period of absence.

Employees attending judicial proceedings in response to a subpoena will not be disciplined for theirabsence.

Texas: Voting Leave

An employee who is eligible to vote is permitted to be absent from work, with pay, on Election Day for thepurpose of attending the polls to vote, unless the polls are open for two consecutive hours outside of theemployee’s working hours. Employees should promptly return to the Company after voting. Employeesshould notify the Company of their intention to vote as early as possible. Employees are encouraged toprovide notice at least one week prior to Election Day. Proof of having voted may be required.

Texas: Time Off to Appear In Court or Attend Proceedings

Employees may take time off from work for the following reasons:

To attend juvenile court proceedings when required to do so as the parent or guardian of the juvenile; or To comply with a valid subpoena to appear at a civil, criminal, legislative or administrative proceeding.

Such leave is unpaid except that exempt employees will receive pay when required by applicable federal orstate law.

If employees give the Company notice of their intention to return to work after being released from asubpoena or attending a juvenile proceeding, they will usually be returned to the same position.Reemployment may be denied, however, if the Company's circumstances have changed makingreemployment impossible or unreasonable.

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Texas: Political Leave

The Company will not terminate or otherwise discriminate against employees if they take a leave fromwork in order to attend a precinct convention or attend a county, district or state convention as adelegate. Such leave is unpaid except that exempt employees will receive pay when required byapplicable federal or state law.

Texas: Military Leave

Employees that are called by the governor to active state duty as members of the Texas National Guardor state militia are entitled to the rights, privileges, benefits and protections with respect to employmentthat are set forth in the federal Uniformed Services Employment and Reemployment Rights Act(USERRA). Accordingly, if eligible employees are called to active duty, they are entitled to a leave ofabsence in accordance with the Military Leave Policy set forth in the National Handbook.

Texas: Weapons in the Workplace

In the interest of maintaining a workplace that is safe and free of violence, and in accordance with the policyset forth our handbook, the Company generally prohibits the presence or use of firearms and otherweapons on the Company's property, regardless of whether or not the person is licensed to carry theweapon. In addition, in accordance with Section 30.06, Texas Penal Code, a person licensed underSubchapter H, Chapter 411, Government Code (handgun licensing law), may not enter company propertywith a concealed handgun. Also, pursuant to Section 30.07, Texas Penal Code (trespass by license holderwith an openly carried handgun), a person licensed under Subchapter H, Chapter 411, Texas GovernmentCode (handgun licensing law), may not enter company property with a handgun that is carried openly.

For purposes of this policy, "company property" is defined as all company-owned or leased buildings andsurrounding areas such as sidewalks, walkways, driveways and parking lots under the Company'sownership or control, except as noted below. In addition, this policy applies to all company-owned or leasedvehicles. Dangerous weapons include, but are not limited to, firearms, knives, explosives and other similarweapons.

Notwithstanding any of the foregoing restrictions, the Company does not prohibit those who lawfullypossess firearms or ammunition from storing their firearms or ammunition inside their locked, privatelyowned vehicles in parking lots or other parking areas provided by the Company. Such lawfully possessedfirearms and ammunition may not be removed from the employees' personal vehicle or displayed to others.

To the extent that parking lots or other parking areas utilized by employees are not owned by the Company,the owners of such parking lots may have additional rules that impact the storage of firearms andammunition. In such situations, employees must comply with the rules of both the Company and theproperty owner, in keeping with applicable law.

Employees who violate this policy are subject to disciplinary action up to and including termination ofemployment. A visitor who violates this policy may be removed from the property and reported toauthorities. This policy does not apply to law enforcement personnel or security personnel who areengaging in official duties.

The Company reserves the right at any time and at its discretion to search all company-owned or leasedvehicles and all vehicles, packages, containers, briefcases, purses, lockers, desks, enclosures and personsentering its property for the purpose of determining whether any weapon has been brought onto its propertyor premises in violation of this policy. If employees fail or refuse to promptly permit a search under thispolicy, they will be subject to disciplinary action up to and including termination.

Employees who have questions regarding this policy should contact their supervisor, another member ofthe management team or Human Resources.

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Texas: Lactation Accommodation

The Company has created a mother-friendly employee worksite lactation support program. The programprovides a work environment that is supportive of lactating mothers. Lactation times will be established forany employee who wishes to express breast milk or breastfeed, based on her work schedule. If possible,the lactation time will run concurrently with any break time already provided. Lactation time beyond theregular break time is unpaid for nonexempt employees and will be negotiated between the employee andthe Company.

The Company will provide a private space, other than a bathroom, for lactating mothers to express milk.Where feasible, that space will be dedicated for the specific use of expressing milk by lactating mothers.Where dedicated space is not feasible, the Company will provide a mixed-use space where lactatingmothers will have priority over all other users of the space. Access to a safe water source and a sink withina reasonable distance from the lactation space will be provided. Employees may store their expressed milkin their own personal coolers with an ice pack or in the shared break room refrigerator space, if available.

The Company complies with applicable federal law regarding lactation accommodation. See the LactationAccommodation policy in the Handbook for additional information.

Texas: Smoke Free Workplace

The Company prohibits smoking in the workplace and most other enclosed areas. Employees wishing tosmoke must do so outside company facilities during scheduled work breaks.

Employees that observe other individuals smoking in violation of this policy have a right to object andshould report the violation to their supervisor or to another member of management or Human Resources.Employees will not be disciplined or retaliated against for reporting smoking that violates this policy.

Employees who violate this policy may be subject to disciplinary action up to and including termination ofemployment.

Texas: Participation in Emergency Evacuations

Employees will not be subject to termination, demotion, suspension or any other adverse employmentaction for leaving work in order to participate in a general public evacuation ordered under an emergencyevacuation order.

An emergency evacuation order is an official statement issued by the governing body of the state or of apolitical subdivision of the state recommending the evacuation of all or part of the population of an areastricken or threatened with a disaster.

Texas: Social Security Number Privacy

It is the policy of the Company to ensure to the extent practicable the confidentiality of employees’ SocialSecurity Numbers in accordance with Texas law.

The Company will not intentionally do any of the following acts which result in a prohibited disclosure ofemployees’ Social Security Numbers. Violation of this policy will result in discipline up to and includingtermination of employment.

1. Intentionally communicate or otherwise make available to the public an employee’s social securitynumber.

2. Display an employee’s social security number on a card or other device required to access a product orservice provided by the person.

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3. Require an employee to transmit the employee’s social security number over the Internet, unless theInternet connection is secure or the social security number is encrypted.

4. Require an employee’s social security number for access to an Internet website unless a password orunique personal identification number or other authentication device is also required for access

5. Print an employee’s social security number on a card or other device required to access a product orservice provided by the Company unless the employee has requested in writing that printing.

The Company may collect, use or release an employee’s Social Security number, as required by or tocomply with state or federal law. The Company may also use an employee’s Social Security number forinternal verification and administrative purposes. Additionally, the Company may include an employee’sSocial Security number in applications and forms sent by mail, including documents sent as part of anapplication or enrollment process or to establish, amend, or terminate an account, contract, or policy or toconfirm the accuracy of the social security number.

The Company limits access to Social Security Numbers to those employees and outside consultants whosejob

duties require that they use this information in connection with Company business. The employees andindividuals who have access to Social Security Numbers are those who work in the following areas:

Human ResourcesBenefits AdministrationComputer and Information TechnologyExecutive ManagementLegal DepartmentIndividuals Who Though Not Employed By the Company Provide Legal, Tax, Benefits, Management onOther Consulting Services for the Company

The Company will properly dispose of documents containing Social Security Numbers by ensuring that allsuch materials are shredded or otherwise destroyed prior to discarding such information. Data stored inelectronic format will be rendered irretrievable before computers are discarded or destroyed.