Free Declaration in Support - District Court of California - California

Case 3:07-cv-02845-WHA Document 63-35 FiIed12/06/2007 Page10f4

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MINUTES
REGULAR MEETING OF THE BOARD OF DIRECTORS
LYNX THERAPEUTICS, INC.
July 31, 1995 I
A regular meeting of the Board of Directors was held pursuant to notice duly given at
2:00 p.m. on July 31, 1995, at the offices of the Company at 3832. Bay Center Place, Hayward,
California. The following directors were present at the meeting: Sam Eletr, Sydney Brenner,
Bill Bowes, Craig Taylor, Kathy La Porte and Jim Kitch. David Martin, Nicole Vitullo and
Kathy San Roman also were present. Dr. Eletr called the meeting to order as Chairman. Mr. I
Kitch acted as Secretary of the meeting. I
1. Election of Director. At the suggestion of Dr. Eletr, the directors enlarged the
size of the Board of Directors to seven members and elected Dr. Martin as the seventh director.
2. Program and Technology Report. Dr. Martin presented and discussed with the
directors his initial assessment of a number of the programs and technologies being addressed .
by the Company. Dr. Eletr also reported on the status of the Company’s sequencing program
and discussions with the first possible corporate partner for this technology. Finally, Dr. Martin
reviewed with the Board an opportunity for the Company to pursue a program in the field of
neurobiology.
3. Administrative Matters. The directors approved the issuance and sale of 755
shares of Series C Preferred Stock at $5.00 per share to Joel Cohen, a consultant to the
Company. Next, based on the recommendation of management, the directors unanimously
adopted the following resolutions:
RESOLVED, that the persons listed on Exhibit A attached hereto be, and they each
hereby are, granted a nonstatutory stock option imder the Company’s 1992 Stock Option
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Plan to purchase the number of shares of the Company’s Common Stock set -forth
opposite each such person’s name; -
· R1·:soLvEn FURTHER, that the form of grant shall be the Company’s standard
nonstatutory option grant form previously approved by the Board of Directors, and each
such option shall vest over a period of tive years from the vesting start date specified for
such person on Exhibit A hereto in accordance with the terms of such standard form;
RESOLVED FURTHER, that the exercise price of each option granted hereby shall
be $0.10 per share, the Board having determined in view of all applicable circumstances Q
that such exercise price is the current fair market value of a share of the Company’s - t
Common Stock; and t
RESOLVED FURTHER,. that the officers of the Company be, and each of them
hereby is, authorized and directed, for and on behalf of the Company, to take such
actions as they may deem necessary, appropriate or advisable in order to implement fully
the intent of the foregoing resolutions.
There being no further business to conduct, the meeting was adjourned.
Respectfully Submitted,
Jame C. Kitch, Secretary _
. Approved: ~ _
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Sam Eletr, Chairman _
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Lynx Therapeutics, Inc. .
Stock Option Grants
July 31, 1995
Vesting I
Ltwe 1; gf §hares stm Date
Ieffrey Nelson Process Development 30,000 Iune 23, 1995
Genine Foote Administration 10,000 june 26, 1995
Maxine Babb Ad1ninistration/ Accounting 10,000 June 27, 1995
Steve Macevicz Administration 150,000 Sept. 00, 1995
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CONFIDENTIAL 11.1.000988

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