Form of Ordinary Share Award Agreement

The Participant is solely responsible for all taxes owed in respect of the Award, in all jurisdictions that claim a right to taxes in respect of the Award, without regard to withholding or reporting.

Without limiting the generality of the foregoing, a Participant who is subject to tax in the United Kingdom agrees, as a condition of the Award, that it shall enter into a joint election with the Company pursuant to section 431(1) Income Tax (Earnings and Pensions) Act 2003 (“ITEPA 2003”) in the form approved by HMRC in relation to the Shares granted to the Participant within 14 days of the Date of the Award.

The Participant acknowledges and agrees that the Plan is discretionary in nature. The grant of the Award under the Plan is a one-time benefit and does not create any contractual or other right to receive a grant of Shares or other benefits in lieu thereof in the future.

The future value of the Award is unknown and cannot be predicted with certainty. The Company shall not be liable for any changes to the value of the Shares, any foreign exchange rate fluctuation or other factors that may affect the value of the Award, or the subsequent sale of any Shares.

The grant of the Award is not intended to be a public offering of securities outside of the United States. The Company has not submitted any registration statement, prospectus or other filings with the local securities authorities. No employee or agent of the Company or its subsidiaries or affiliates is permitted to advise the Participant on whether the Participant should acquire Shares under the Plan or to provide the Participant with any legal, tax or financial advice with respect to the grant of the Award. The acquisition of Shares involves certain risks, and the Participant should carefully consider all risk factors and tax considerations relevant to the acquisition and disposition of Shares under the Plan. Further, the Participant should carefully review all of the materials related to the Award and the Plan, and the Participant should consult with the Participant’s personal legal, tax and financial advisers for professional advice in relation to the Participant’s personal circumstances.

By participating in the Plan, the Participant expressly agrees to comply with the Company’s insider trading policies and all other applicable policies, laws and regulations regarding insider trading, market abuse and personal account dealing.

The Company may, in its sole discretion, decide to deliver any documents related to the Award or other awards granted to the Participant under the Plan by electronic means. The Participant hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through any on-line or electronic system established and maintained by the Company or a third party designated by the Company.

The Company may assign any of its rights under this Agreement. This Agreement will be binding upon and inure to the benefit of the successors and assigns of the Company. Subject to the restrictions on transfer set forth herein, this Agreement will be binding upon the Participant and the Participant’s beneficiaries, executors or administrators.

The Company reserves the right to impose other requirements on the Award, the Shares and the Participant’s participation in the Plan to the extent the Company determines, in its sole discretion, that such other requirements are necessary or advisable in order to comply with local law or to facilitate the operation and administration of the Award and the Plan. Such requirements may include (but are not limited to) requiring the Participant to sign any agreements or undertakings that may be necessary to accomplish the foregoing.

The invalidity or unenforceability of any provision of the Plan or this Agreement will not affect the validity or enforceability of any other provision of the Plan or this Agreement, and each provision of the Plan and this Agreement will be severable and enforceable to the extent permitted by law.

This Agreement and the Plan shall be construed and interpreted by the Plan’s Administrator (as defined in the Plan), in its sole discretion. Any interpretation or other determination by the Plan’s Administrator (including, but not limited to, correction of any defect or omission and reconciliation of any inconsistency in the Agreement or the Plan) shall be binding and conclusive.

All determinations regarding enforcement, waiver, modification, and cancellation and rescission of this Agreement and the Plan shall be made in the Administrator’s sole discretion. Determinations made under this Agreement and the Plan need not be uniform and may be made selectively among individuals, whether or not such individuals are similarly situated.

In conjunction with the Company’s grant of the Award under the Plan and its ongoing administration of such awards, the Company collects, processes and uses the Participant’s personal data, including the Participant’s name, home address, email address, telephone number, date of birth, social insurance number or other identification number, salary, citizenship, job title, any Shares or directorships held in the Company, and details of all Awards or any other equity compensation awards granted, canceled, exercised, vested, or outstanding in the Participant’s favor, which the Company receives from the Participant (“Data”). The Company and its affiliates will transfer Data to any third parties assisting the Company in the implementation, administration and management of the Plan and the Agreement. These recipients may be located outside of the European Economic Area or the United Kingdom, including in the United States. Please refer to the Company’s Privacy Notice to UK Staff from time to time in place for more details about how your personal data is processed.

This Agreement and any non-contractual obligations arising out of or in connection with this Agreement shall be governed by, and interpreted in accordance with, English law. All disputes arising out of or in connection with this Agreement shall be referred to and finally resolved by arbitration under the LCIA Rules, which Rules shall be deemed to be incorporated by reference into this Agreement. The number of arbitrators shall be one. The seat, or legal place, of arbitration shall be London. The language to be used in the arbitral proceedings shall be English. The governing law shall be the substantive law of England.

This Agreement and the terms of the Plan constitute the entire understanding between the Participant and the Company regarding this Award. Any prior agreements, commitments, or negotiations concerning this Award are superseded.

By accepting the grant of the Award, the Participant acknowledges that the Participant has read this Agreement and the Plan, and the Participant specifically accepts and agrees to the provisions therein.