from 10-Q 29 pages The Purpose of This 2011 Stock Incentive Plan (The “Plan”) of Fractyl Health, Inc., a Delaware Corporation (The “Company”), Is to Advance the Interests of the Company’s Stockholders by Enhancing the Company’s Ability to Attract, Retain and Motivate Persons Who Are Expected to Make Important Contributions to the Company and by Providing Such Persons With Equity Ownership Opportunities and Performance-Based Incentives That Are Intended to Better Align the Interests of Such Persons With Those of the Company’s Stockholders. Except Where the Context Otherwise Requires, the Term “Company” Shall Include Any of the Company’s Present or Future Parent or Subsidiary Corporations as Defined in Sections 424(e) or (F) of the Internal Revenue Code of 1986, as Amended, and Any Regulations Promulgated Thereunder (The “Code”) and Any Other Business Venture (Including, Without Limitation, Joint Venture or Limited Liability Company) in Which the Company Has a Controlling Interest, as Determined by the Board of Directors of the Company (The “Board”). 2. Eligibility All of the Company’s Employees, Officers, Directors, Consultants and Advisors Are Eligible to Be Granted Options, Restricted Stock, Restricted Stock Units and Other Stock-Based Awards (Each, an “Award”) Under the Plan. Each Person Who Receives an Award Under the Plan Is Deemed a “Participant.” 3. Administration and Delegation

from 10-Q 20 pages Employment Agreement

from 10-Q 17 pages Master Services Agreement

from 10-Q 17 pages Employment Agreement

from 10-Q 2 pages Management certification of annual or quarterly disclosure

from 10-Q 2 pages Management certification of annual or quarterly disclosure

from 10-Q 2 pages Management certification of financial report

from 10-Q 2 pages Management certification of financial report

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