Offer Letter, dated September 21, 2023, between the Company and Herman Cueto

Your base salary will be set initially at $520,000 annually and paid biweekly (“Base Salary”). Subsequent salary reviews for executive positions are normally conducted annually and adjustments become effective in January. Your base salary will first be reviewed after the completion of fiscal year (FY) 2024.

You are eligible to participate in the annual Performance Based Variable Compensation Plan for FY 2024 (Plan year beginning October 1, 2023) and each fiscal year thereafter, with an annual target of 80% of base salary paid with an upside potential to 120% of annual target. Payment of variable compensation is subject to meeting aggressive but achievable corporate financial goals for FY 2024 and subsequent years. Your annual bonus payment will be calculated based on actual base salary paid during the applicable fiscal year.

You will become, subject to final Board approval, a participant in the Company’s Long Term Incentive Plan (LTIP) for the FY 2024-2026 period and you will receive, subject to Board approval, a grant at our upcoming meeting in November 2023. This grant will have a

In recognition of equity vesting to occur in November 2023 at your current employer, Azenta will pay you a new hire cash bonus in the amount of $740,000 with $500,000 payable within 30 days after your Start Date, and the remaining $240,000 paid on the first anniversary of your Start Date. This bonus will be subject to a claw back of 100% of the amount paid if you voluntarily resign prior to the first year anniversary of your Start Date and 50% of the amount paid if you voluntarily resign before the second year anniversary of your Start Date.

Additionally, and in partial recognition of your equity entitlements at your current employer, you will be eligible for a separate equity grant subject to Board approval at our upcoming November 2023 meeting. This grant will have a value of $500,000 consisting of 100% time based RSUs that will vest 50% on each of the first two yearly anniversary dates of your Start Date, subject to a continuing service requirement.

Azenta equity grant documents provide for accelerated vesting of unvested equity grants if there is a qualifying termination within one year following a change in control of Azenta. Except as set forth herein, all terms relating to your equity awards will be governed exclusively by the Company’s Amended and Restated 2020 Equity Incentive Plan (or any subsequent equity plan) and related award agreements or notices.

You will be eligible to participate in our Company sponsored benefit plans which are available to any other executive level employees of the Company. Azenta currently pays a majority (approximately 70%) of the cost of medical, dental and vision insurance and 100% of the cost of life and disability insurance. The Company also offers a 401(k) savings and retirement plan with a 4.5% company match, an Employee Stock Purchase Plan with a minimum 15% discount, a non-qualified Deferred Compensation Plan, and a Flexible Leave time off policy. Enclosed is a summary of these plans.

The following is the basis for salary continuation eligibility in the unlikely event we separate our employment relationship.

Azenta will provide you with relocation benefits and professional support to transfer to the greater Boston, MA area within one year of your hire date. These benefits will provide reimbursement or direct payment of eligible relocation expenses associated with your move up to $200,000 (subject to further reasonable accommodation based on unanticipated circumstances).