First Amendment to Blucora, Inc. Executive Officer Tax-Smart Deferral Plan

This First Amendment to the Blucora Tax-Smart Executive Deferral Plan (this “Amendment”), is adopted by action of the Board of Directors (the “Board”) of Blucora, Inc., a Delaware corporation (the “Company”), to be effective as of the dates set forth herein. Terms used in this Amendment with initial capital letters that are not otherwise defined herein shall have the meanings ascribed to such terms in the Blucora Tax-Smart Executive Deferral Plan (the “Plan”).

WHEREAS, Section 11.2 of the Plan permits the Board to amend the Plan at any time;

WHEREAS, the Board desires to amend the Plan to make certain technical corrections and changes for purposes of conforming the Plan with the Plan’s third-party administrator’s platform and capabilities in administering the Plan; and

WHEREAS, as of the date hereof, the Board resolved that this Amendment be adopted and that the Plan be amended as set forth herein.

NOW, THEREFORE, in accordance with Section 11.2 of the Plan, the Board hereby amends the Plan effective for Plan Years beginning on and after January 1, 2020 as follows:

Deferral Amount (each of Base Salary, Annual Bonus, and Incentive Bonus for each Plan Year, separately), and (ii) the Company Contribution Amount. The In-Service Scheduled Distribution shall be a lump sum payment in an amount that is equal to the Annual Deferral Amount and the vested portion of the Company Contribution Amount that the Participant elected to have distributed as an In-Service Scheduled Distribution, plus amounts credited or debited in the manner provided in Section 3.7 above to that amount, calculated as of the close of business on or around the Benefit Distribution Date designated by the Participant in accordance with this Section 4.1 (a “Scheduled Distribution”). The Benefit Distribution Date for an amount subject to an In-Service Scheduled Distribution election shall be the first day of any Plan Year designated by the Participant, which may be no sooner than 3 Plan Years after the end of the Plan Year in which the Annual Deferral Amount is actually deferred or the vested portion of the Company Contribution Amount is actually contributed. The Participant may elect different Benefit Distribution Dates for amounts deferred with respect to different Plan Years. Subject to the other terms and conditions of this Plan, each In-Service Scheduled Distribution elected shall be paid out during a 60-day period commencing immediately after the Benefit Distribution Date. By way of example, if an In-Service Scheduled Distribution is elected for Base Salary amounts that are deferred in the Plan Year commencing January 1, 2020, the earliest Benefit Distribution Date that may be designated by a Participant would be January 1, 2024, and the In-Service Scheduled Distribution would be paid out during the 60-day period commencing immediately after such Benefit Distribution Date.

Participant’s Separation from Service and paid on the applicable Benefit Distribution Date for such benefit. The Benefit Distribution Date shall be (i) the first day after the end of the six-month period immediately following the date on which the Participant experiences a Separation from Service, if the Participant is a Specified Employee, and (ii) for all other Participants, on or as soon as practicable following (but in any event, within 60 days following) the date the Participant experiences a Separation from Service.