BMR-201 Industrial Road LP Fifth Amendment to Lease 07.17.2024.fully.executed.pdf

FIFTH AMENDMENT TO LEASE

THIS FIFTH AMENDMENT TO LEASE (this "Amendment") is entered into as of this 17th day of July, 2024 (the "Effective Date"), by and between BMR-201 INDUSTRIAL ROAD LP, a Delaware limited partnership ("Landlord"), and NATERA, INC., a Delaware corporation ("Tenant").

RECITALS

A.WHEREAS, Landlord and Tenant are parties to that certain Lease dated as of October 26, 2015 (the "Original Lease"), as amended by that certain First Amendment to Lease dated as of October 6, 2016, that certain Second Amendment to Lease dated as of January 6, 2021 (the "Second Amendment"), that certain Third Amendment to Lease dated as of February 1, 2023, and that certain Fourth Amendment to Lease dated as of April 11, 2023 (collectively, and as the same may have been further amended, amended and restated, supplemented or modified from time to time, the "Existing Lease"), whereby Tenant leases certain premises (the "Premises") from Landlord at 201 Industrial Road in San Carlos, California (the "Building"); and

WHEREAS, Landlord and Tenant desire to extend the Term of the Existing Lease;

and

C.WHEREAS, Landlord and Tenant desire to modify and amend the Existing Lease only in the respects and on the conditions hereinafter stated.

AGREEMENT

NOW, THEREFORE, Landlord and Tenant, in consideration of the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound, agree as follows:

1.Definitions. For purposes of this Amendment, capitalized terms shall have the meanings ascribed to them in the Existing Lease unless otherwise defined herein. The Existing Lease, as amended by this Amendment, is referred to collectively herein as the "Lease." From and after the date hereof, the term "Lease," as used in the Existing Lease, shall mean the Existing Lease, as amended by this Amendment.

2.Second Extension Term. The Term of the Existing Lease is hereby extended by sixty (60) months and, therefore, the Term Expiration Date is hereby amended to mean October 5, 2032. The period commencing on October 6, 2027 and ending on such amended Term Expiration Date shall be referred to herein as the "Second Extension Term."

3.Base Rent Adjustments. Base Rent during the Second Extension Term shall continue to be subject to an annual upward adjustment of three percent (3%) of the then-current Base Rent, which adjustments will continue to occur on every October 6 during the Second Extension Term and such adjustments shall continue to occur on every successive annual anniversary of such date for so long as the Lease continues in effect.

BioMed Realty form dated 5/10/22

4.Condition of Premises. Tenant acknowledges that (a) it is in possession of and is fully familiar with the condition of the Premises and, notwithstanding anything contained in the Lease to the contrary, agrees to take the same in its condition "as is" as of the Effective Date, and (b) Landlord shall have no obligation to alter, repair or otherwise prepare the Premises for Tenant's continued occupancy for the Second Extension Term or to pay for any improvements to the Premises, except as may be expressly provided below.

5.Tenant Improvements. Tenant shall cause the work (the "Tenant Improvements") described in the Work Letter attached hereto as Exhibit A (the "Work Letter") to be constructed in the Premises at a cost to Landlord not to exceed (a) Eight Million Seven Thousand Seven Hundred Ninety and 33/100 Dollars ($8,007,790.33) (the "Base TI Allowance") plus (b) if properly requested by Tenant pursuant to this Section, One Million Three Hundred Sixty-Two Thousand Five Hundred Eighty and 00/100 Dollars ($1,362,580) (based upon Ten Dollars ($10) per square foot of Rentable Area) (the "Additional TI Allowance"), for a total of Nine Million Three Hundred Seventy Thousand Three Hundred Seventy and 33/100 Dollars ($9,370,370.33). The Base TI Allowance, together with Additional TI Allowance (if properly requested by Tenant pursuant to this Section), shall be referred to herein as the "TI Allowance." The TI Allowance may be applied to the costs of (m) construction, (n) reasonable out of pocket costs paid or incurred by Landlord for thirty party services rendered in review of the Tenant Improvements (i.e., Landlord will waive its internal project review fee), (o) commissioning of mechanical, electrical and plumbing systems by a licensed, qualified commissioning agent hired by Tenant, and review of such party's commissioning report by a licensed, qualified commissioning agent hired by Landlord, (p) space planning, architect, engineering and other related services performed by third parties unaffiliated with Tenant, (q) building permits and other taxes, fees, charges and levies by Governmental Authorities for permits or for inspections of the Tenant Improvements, (r) costs and expenses for labor, material, equipment and fixtures and (s) costs of the Enhancement Work (as defined below). In no event shall the TI Allowance be used for (v) the cost of work that is not authorized by the Approved Plans (as defined in the Work Letter) or otherwise approved in writing by Landlord, (w) payments to Tenant or any affiliates of Tenant, (x) the purchase of any furniture, personal property or other non-building system equipment, (y) costs arising from any default by Tenant of its obligations under this Lease or (z) costs that are recoverable by Tenant from a third party (e.g., insurers, warrantors, or tortfeasors). Tenant shall have until the date which is twelve (12) months after the Effective Date (the "TI Deadline"), to submit Fund Requests (as defined in the Work Letter) to Landlord for disbursement of the unused portion of the TI Allowance, after which date Landlord's obligation to fund any such costs for which Tenant has not submitted a Fund Request to Landlord shall expire; provided, however, in the event that Landlord and Tenant agree upon the Design Plans (as defined in Article 6 below) on or before the TI Deadline, Tenant shall be permitted to elect to apply up to Nine Hundred Thousand Dollars ($900,000.00) of the TI Allowance (the "Enhancement Allowance") toward the Enhancement Work (as defined in Article Q below); provided, further, that any such election must be made by Tenant on or before the TI Deadline. Notwithstanding the foregoing, Tenant will be permitted to apply up to Two Million Three Hundred Ninety-Nine Thousand Eight Hundred Forty-Four Dollars ($2,399,844) of any unused Base TI Allowance as a credit toward Base Rent (the "Base Rent Credit") by delivering written notice of its election to do so on or before the TI Deadline; provided, however, in the event Tenant elects to apply any portion of the Base TI Allowance as a credit toward Base Rent, the Additional TI Allowance shall automatically become void and of no further force or effect (i.e.,

the Base TI Allowance must be used in its entirety for Tenant Improvements and the Enhancement Work before any Additional TI Allowance may be requested). Any unused Base TI Allowance which Tenant elects to apply towards Base Rent will be credited toward Base Rent payable on the first day of the first full calendar month after Tenant's delivery of its written notice electing to use the Base Rent Credit (but in no event sooner than January 1, 2025 unless Landlord elects to apply it to Base Rent in 2024 per the following sentence) and will be applied toward Base Rent payable for each month thereafter until the Base Rent Credit is exhausted. Notwithstanding the foregoing, Landlord reserves the right, at Landlord's election and with advanced notice to Tenant, to apply all or any portion of the Base Rent Credit elected to be utilized by Tenant, if any, to 2024 Base Rent if Tenant has notified Landlord of its intent to use the Base Rent Credit before the end of 2024.

5.1If Tenant elects to utilize any Additional TI Allowance, Base Rent shall be increased to include the amount of the Additional TI Allowance disbursed by Landlord in accordance with this Amendment, commencing as of the first full month after the date upon which any Additional TI Allowance is first disbursed by Landlord in accordance with this Amendment and continuing throughout the remaining Second Extension Term. The amount by which Base Rent shall be increased shall be $0.0085 per square foot of Rentable Area per month for each dollar (or portion thereof) of the Additional TI Allowance Tenant elects to use. The Base Rent, as adjusted to reflect the disbursement of the Additional TI Allowance in accordance with this Section, shall be subject to further annual adjustments as set forth in Section 3 above. For illustrative purposes, in the event that Tenant elects to utilize the entire Additional TI Allowance and Landlord has disbursed such Additional TI Allowance (or a portion thereof) in accordance with this Amendment on December 31, 2024, Base Rent for the remainder of the Term shall be as set forth on Exhibit C attached hereto. In the event Tenant requests to use the Additional TI Allowance, and a portion of the amount requested is not actually used by the TI Deadline, Landlord will adjust Base Rent to reflect the amount of the Additional TI Allowance actually used by Tenant.

5.2Landlord shall not be obligated to expend any portion of the Additional TI Allowance until Landlord shall have received from Tenant a letter in the form attached as Exhibit B hereto executed by an authorized officer of Tenant with respect to each request to use any portion of the Additional TI Allowance. In no event shall any unused TI Allowance entitle Tenant to a credit against Rent payable under this Lease, except as expressly set forth in Section 5 above with respect to unused Base TI Allowance only.

6.Building Enhancement Work. Landlord shall permit Tenant to apply all or any portion of the Enhancement Allowance toward the cost of improvements to the Building, which improvements are intended to benefit the Premises and/or improve the usability of the Premises by Tenant (the "Enhancement Work"); provided, however, that any such election must be made after finalization of the Design Plans (as defined below) and prior to the TI Deadline. Landlord and Tenant shall collaborate in an effort to establish a mutually acceptable scope of work for the Enhancement Work: provided that the parties hereby agree that the submetering work described in Section 7 below will be included in the Enhancement Work. Landlord will not be obligated to agree to any particular scope of work (other than the submetering work) and Landlord will have no liability in the event Landlord disapproves any scope of work requested by Tenant or in the event Landlord and Tenant are unable to agree on a scope of work for the Enhancement Work for

any reason. In the event Landlord and Tenant do agree on a scope of work for the Enhancement Work (and in any case relating to the submetering work), Landlord shall be responsible for the management and construction of any Enhancement Work outside the Premises, or which could impact other tenants' use and/or access to their respective premises within the Building. For clarity, any Enhancement Work which impacts only the Premises will be performed by Tenant as part of the Tenant Improvements. Landlord will retain all contractors and enter into all required contracts relating to the completion of the Enhancement Work for which Landlord is responsible. If appropriate, based on the scope of work, Landlord will cause its consultants to prepare schematic plans and specifications for any Enhancement Work (provided that no plans will be prepared for the submetering work) ("Design Plans") and will provide such Design Plans to Tenant for Tenant's reasonable review and approval. Tenant will approve or disapprove (together with a reasonably detailed list of reasons for any disapproval and proposed changes to make such Design Plans acceptable to Tenant) within ten (10) business days after Landlord submits such Design Plans to Tenant. If Tenant disapproves the Design Plans, Landlord will revise the Design Plans to reflect those of Tenant's requested changes as are acceptable to Landlord and resubmit such Design Plans for Tenant's approval. This process will be repeated until the Design Plans are approved by both parties; provided that in the event Tenant fails to approve the Design Plans after three (3) submittals, Landlord may elect to eliminate any scope of work the parties have not agreed upon or refuse to perform any Enhancement Work. The Enhancement Work will be performed using Building standard materials and finishes, and Landlord will have discretion and decision making authority as to any details or specifications not shown on the Design Plans. Landlord will cause the Enhancement Work to be completed substantially in compliance with any approved Design Plans, but Landlord may make any changes necessary to fill in details not included in the Design Plans, comply with any field conditions or Applicable Laws or otherwise as determined to be reasonably necessary during completion of the Enhancement Work in Landlord's sole discretion. The Enhancement Work will be deemed to be complete upon issuance of a Certificate of Substantial Completion in the form of the American Institute of Architects document G704 or its substantial equivalent, executed by Landlord's general contractor; provided that the submetering work will be complete upon installation of the submeters and no certificate of substantial completion will be issued for the submetering scope of work.

All Enhancement Work shall be performed by Landlord's contractor at Tenant's sole cost and expense (subject to Landlord's obligations with respect to any portion of the Enhancement Allowance elected to be applied toward the Enhancement Work by Tenant on or before the TI Deadline). Landlord will provide Tenant with an estimated budget for all Enhancement Work other than the submetering work; provided that in the event the actual cost to complete the Enhancement Work is greater than the estimated budget, Tenant will be responsible for such overage. To the extent that the total projected cost of the Enhancement Work (as reasonably projected by Landlord, and as modified from time to time based on actual work performed) exceeds the portion of the Enhancement Allowance elected by Tenant to be applied toward the Enhancement Work (such excess, the "Excess Enhancement Work Costs"), Tenant shall pay the costs of the Enhancement Work on a pari passu basis with Landlord as such costs become due, in the proportion of Excess Enhancement Work Costs payable by Tenant to the Enhancement Allowance payable by Landlord. If properly requested by Tenant pursuant to this Amendment, Tenant may apply any unused portion of the Additional TI Allowance toward Excess Enhancement Work Costs.

7.Submeters by Landlord. Landlord, at a cost to be charged against the Enhancement Allowance, will install submeters for utilities supplied to the Premises, which submeters will be installed as part of the Enhancement Work. After such submeters are installed, Tenant will pay to Landlord the cost of utilities supplied to the Premises as measured by such submeters, which amounts will be billed to Tenant, as Additional Rent. Landlord may base its bills for utilities on reasonable estimates; provided that Landlord adjusts such billings quarterly (or more frequently, as determined by Landlord) to reflect the actual cost of providing utilities to the Premises. Tenant acknowledges that Landlord may be required or elect to compile and disclose certain information relating to utility or energy use at the Building or Project, including as necessary for Landlord to complete an ENERGY STAR® Statement of Performance (or similar comprehensive utility usage report (e.g., related to Labs 21) or otherwise to comply with Applicable Laws or energy benchmarking regulations.

8.Option to Extend Term. Landlord and Tenant hereby expressly acknowledge and agree that Article 42 of the Original Lease shall continue to remain in full force and effect and shall be applicable to the entire Premises.

9.Right of First Offer. So long as Tenant (or any assignee pursuant to an Exempt Transfer) continues to lease at least 136,000 square feet of Rentable Area within the Building and during the period from the date of this Amendment through the last day of the Second Extension Term, subject to any other parties' pre-existing rights with respect to Available ROFO Premises (as defined below), Tenant shall have a right of first offer ("ROFO") as to any rentable premises in the Building for which Landlord is seeking a tenant ("Available ROFO Premises"); provided, however, that in no event shall Landlord be required to lease any Available ROFO Premises to Tenant for any period past the date on which this Lease expires or is terminated pursuant to its terms. To the extent that Landlord renews or extends a then-existing lease with any then-existing tenant or subtenant of any space, or enters into a new lease with such then-existing tenant or subtenant, the affected space shall not be deemed to be Available ROFO Premises. In the event Landlord intends to market Available ROFO Premises, Landlord shall provide written notice thereof to Tenant (the "Notice of Marketing").

9.1Within ten (10) business days following its receipt of a Notice of Marketing, Tenant shall advise Landlord in writing whether Tenant elects to lease all (not just a portion) of the Available ROFO Premises and on what terms and conditions. If Tenant fails to notify Landlord of Tenant's election within such ten (10) business day period, then Tenant shall be deemed to have elected not to lease the Available ROFO Premises.

9.2If Tenant timely notifies Landlord that Tenant elects to lease all of the Available ROFO Premises and of the terms and conditions therefore ("Tenant's Offer") (provided that Tenant shall be required to lease the Available ROFO Premises for at least the remainder of the then-current Term), then Landlord shall have ten (10) days after receipt of Tenant's Offer to respond to Tenant in writing whether Landlord elects to lease the Available ROFO Premises to Tenant on the terms and conditions set forth in Tenant's Offer. If Tenant timely delivers Tenant's Offer and Landlord elects to lease the Available ROFO Premises to Tenant on the terms and conditions set forth in Tenant's Offer, then Landlord shall lease the Available ROFO Premises to Tenant upon the terms and conditions set forth in Tenant's Offer.

9.3If (a) Tenant notifies Landlord that Tenant elects not to lease the Available ROFO Premises, (b) Tenant fails to notify Landlord of Tenant's election within the ten (10) business day period described above or (c) Landlord declines to lease the Available ROFO Premises to Tenant on the terms and conditions set forth in Tenant's Offer, then Landlord shall have the right to consummate a lease of the Available ROFO Premises with any third party, subject to Tenant's ROFR as set forth below.

9.4Notwithstanding anything in this Article to the contrary, Tenant shall not exercise the ROFO during such period of time that Tenant is in default under any provision of this Lease. Any attempted exercise of the ROFO during a period of time in which Tenant is so in default shall be void and of no effect. In addition, Tenant shall not be entitled to exercise the ROFO if Landlord has given Tenant two (2) or more notices of default under this Lease, whether or not the defaults are cured, during the twelve (12) month period prior to the date on which Tenant seeks to exercise the ROFO.

9.5Notwithstanding anything in this Lease to the contrary, Tenant shall not assign or transfer the ROFO, either separately or in conjunction with an assignment or transfer of Tenant's interest in the Lease, without Landlord's prior written consent, which consent Landlord may withhold in its sole and absolute discretion.

9.6If Tenant exercises the ROFO, Landlord does not guarantee that the Available ROFO Premises will be available on the anticipated commencement date for the Lease as to such Premises due to a holdover by the then-existing occupants of the Available ROFO Premises or for any other reason beyond Landlord's reasonable control.

10.Right of First Refusal. Article 43 of the Existing Lease has expired by its terms. So long as Tenant (or any assignee pursuant to an Exempt Transfer) continues to lease at least 136,000 square feet of Rentable Area within the Building and during the period from the date of this Amendment through the last day of the Second Extension Term, subject to any other parties' pre-existing rights with respect to Available ROFR Premises (as defined below), Tenant shall have a right of first refusal ("ROFR") as to any rentable premises in the Building for which Landlord is seeking a tenant ("Available ROFR Premises"); provided, however, that in no event shall Landlord be required to lease any Available ROFR Premises to Tenant for any period past the date on which this Lease expires or is terminated pursuant to its terms. To the extent that Landlord renews or extends a then-existing lease with any then-existing tenant or subtenant of any space, or enters into a new lease with such then-existing tenant or subtenant, the affected space shall not be deemed to be Available ROFR Premises. In the event Landlord receives from a third party a bona fide offer to lease Available ROFR Premises, Landlord shall provide written notice thereof to Tenant (the "Notice of Offer"), specifying the terms and conditions of the proposed lease (which terms and conditions may include the requirement to lease additional space outside of the Available ROFR Premises, the Building or the Project). The entire space described in the Notice of Offer shall be referred to herein as the "ROFR Premises."

10.1Within ten (10) business days following its receipt of a Notice of Offer, Tenant shall advise Landlord in writing whether Tenant elects to lease all (not just a portion) of

the ROFR Premises on the terms and conditions set forth in the Notice of Offer. If Tenant fails to notify Landlord of Tenant's election within such ten (10) business day period, then Tenant shall be deemed to have elected not to lease the ROFR Premises.

10.2If Tenant timely notifies Landlord that Tenant elects to lease the ROFR Premises on the terms and conditions set forth in the Notice of Offer, then Landlord shall lease the ROFR Premises to Tenant upon the terms and conditions set forth in the Notice of Offer.

10.3If Tenant notifies Landlord that Tenant elects not to lease the ROFR Premises on the terms and conditions set forth in the Notice of Offer, or if Tenant fails to notify Landlord of Tenant's election within the ten (10) business day period described above, then Landlord shall have the right to consummate the lease of the ROFR Premises with any other entity on any terms Landlord desires.

10.4Notwithstanding anything in this Article to the contrary, Tenant shall not exercise the ROFR during such period of time that Tenant is in default under any provision of this Lease. Any attempted exercise of the ROFR during a period of time in which Tenant is so in default shall be void and of no effect. In addition, Tenant shall not be entitled to exercise the ROFR if Landlord has given Tenant two (2) or more notices of default under this Lease, whether or not the defaults are cured, during the twelve (12) month period prior to the date on which Tenant seeks to exercise the ROFR.

10.5Notwithstanding anything in this Lease to the contrary, Tenant shall not assign or transfer the ROFR, either separately or in conjunction with an assignment or transfer of Tenant's interest in the Lease, without Landlord's prior written consent, which consent Landlord may withhold in its sole and absolute discretion.

10.6If Tenant exercises the ROFR, Landlord does not guarantee that the ROFR Premises will be available on the anticipated commencement date for the Lease as to such Premises due to a holdover by the then-existing occupants of the ROFR Premises or for any other reason beyond Landlord's reasonable control.

11.Work Performed During Term. Tenant acknowledges that Landlord will be constructing the Enhancement Work and Tenant will be performing the Tenant Improvements in the Premises and Building during Tenant's occupancy of the Premises for the Permitted Use. Tenant shall permit Landlord to enter the Premises at all times (including during business hours) to construct the Enhancement Work (provided that Landlord shall provide a one-time prior written notice to Tenant before initial commencement of construction of the Enhancement Work pursuant to Section 14.4 of the Lease), and Tenant shall otherwise reasonably cooperate with Landlord throughout the construction process to enable Landlord to complete the Enhancement Work in a timely and efficient manner. In constructing the Enhancement Work, Landlord shall reasonably cooperate with Tenant so as to cause as little interference to Tenant as is reasonably possible; provided, however, that in no event shall Landlord's construction of the Enhancement Work (a) cause Rent to abate under the Lease, (b) give rise to any claim by Tenant for damages or (c) constitute a forcible or unlawful entry, a detainer or an eviction of Tenant. In no event will

Tenant's performance of the Tenant Improvements during the Term give nse to any rent abatement.

12.Future Flooding. In the event of a future flood at the Project caused by an adverse weather event (i.e., as opposed to a flood caused by a broken water line within the Building, for example), to the extent Landlord elects to repair the damage pursuant to Article 24 of the Lease, Landlord agrees to use commercially reasonable efforts to diligently commence the repair of damage to the Building caused by such flood and proceed to complete such repairs as soon as reasonably practicable. In the event of such a future flood, subject to the terms and conditions of Article 24 of the Lease (including any termination rights set forth therein), Landlord will not include in Operating Expenses the first One Hundred Fifty Thousand Dollars ($150,000) expended by Landlord toward the cost of repairs not covered by insurance and necessitated by such flood event.

13.Broker. Tenant represents and warrants that it has not dealt with any broker or agent in the negotiation for or the obtaining of this Amendment, other than Jones Lang LaSalle ("Broker"), and agrees to reimburse, indemnify, save, defend (at Landlord's option and with counsel reasonably acceptable to Landlord, at Tenant's sole cost and expense) and hold harmless the Landlord Indernnitees for, from and against any and all cost or liability for compensation claimed by any such broker or agent, other than Broker, employed or engaged by it or claiming to have been employed or engaged by it. Broker is entitled to a leasing commission in connection with the making of this Amendment, and Landlord shall pay such commission to Broker pursuant to a separate agreement between Landlord and Broker.

14.No Default. Tenant represents that, to the best of Tenant's knowledge, Landlord and Tenant are not in default of any of their respective obligations under the Existing Lease and no event has occurred that, with the passage of time or the giving of notice (or both) would constitute a default by either Landlord or Tenant thereunder. Landlord represents that, to the best of Landlord's knowledge, Landlord and Tenant are not in default of any of their respective obligations under the Existing Lease and no event has occurred that, with the passage of time or the giving of notice (or both) would constitute a default by either Landlord or Tenant thereunder.

15.Effect of Amendment. Except as modified by this Amendment, the Existing Lease and all the covenants, agreements, terms, provisions and conditions thereof shall remain in full force and effect and are hereby ratified and affirmed. In the event of any conflict between the terms contained in this Amendment and the Existing Lease, the terms herein contained shall supersede and control the obligations and liabilities of the parties.

16.Successors and Assigns. Each of the covenants, conditions and agreements contained in this Amendment shall inure to the benefit of and shall apply to and be binding upon the parties hereto and their respective heirs, legatees, devisees, executors, administrators and permitted successors and assigns and sublessees. Nothing in this section shall in any way alter the provisions of the Lease restricting assignment or subletting.

17.Miscellaneous. This Amendment becomes effective only upon execution and delivery hereof by Landlord and Tenant. The captions of the paragraphs and subparagraphs in this

Amendment are inserted and included solely for convenience and shall not be considered or given any effect in construing the provisions hereof. All exhibits hereto are incorporated herein by reference. Submission of this instrument for examination or signature by Tenant does not constitute a reservation of or option for a lease, and shall not be effective as a lease, lease amendment or otherwise until execution by and delivery to both Landlord and Tenant.

18.Authority. Tenant guarantees, warrants and represents that the individual or individuals signing this Amendment have the power, authority and legal capacity to sign this Amendment on behalf of and to bind all entities, corporations, partnerships, limited liability companies, joint venturers or other organizations and entities on whose behalf such individual or individuals have signed.

19.Counterparts; Facsimile and PDF Signatures. This Amendment may be executed in one or more counterparts, each of which, when taken together, shall constitute one and the same document. A facsimile, e-signature (such as DocuSign), or portable document format (PDF) signature on this Amendment shall be equivalent to, and have the same force and effect as, an original signature.

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EXHIBIT A

TENANT WORK LETTER

This Work Letter (this "Work Letter") is made and entered into as of the [17th] day of July, 2024, by and between BMR-201 INDUSTRIAL ROAD LP, a Delaware limited partnership ("Landlord"), and NATERA, INC., a Delaware corporation ("Tenant"), and is attached to and made a part of that certain Fifth Amendment to Lease dated of even date herewith. All capitalized terms used but not otherwise defined herein shall have the meanings given them in the Lease.

General Requirements.

1.1.

Authorized Representatives.

(a)Landlord designates, as Landlord's authorized representative ("Landlord's Authorized Representative"), (i) Aaron Lee as the person authorized to initial plans, drawings, approvals and to sign change orders pursuant to this Work Letter and (ii) an officer of Landlord as the person authorized to sign any amendments to this Work Letter or the Lease. Tenant shall not be obligated to respond to or act upon any such item until such item has been initialed or signed (as applicable) by the appropriate Landlord's Authorized Representative. Landlord may change either Landlord's Authorized Representative upon one (1) business day's prior written notice to Tenant.

(b)Tenant designates Rudy Quintanilla ("Tenant's Authorized Representative") as the person authorized to initial and sign all plans, drawings, change orders and approvals pursuant to this Work Letter. Landlord shall not be obligated to respond to or act upon any such item until such item has been initialed or signed (as applicable) by Tenant's Authorized Representative. Tenant may change Tenant's Authorized Representative upon one (1) business day's prior written notice to Landlord.

1.2.Schedule. The schedule for design and development of the Tenant Improvements, including the time periods for preparation and review of construction documents, approvals and performance, shall be in accordance with a schedule to be prepared by Tenant (the "Schedule"). Tenant may prepare multiple Schedules for multiple scopes of work. Tenant shall prepare the Schedule so that it is a reasonable schedule for the completion of the applicable Tenant Improvements. The Schedule shall clearly identify all activities requiring Landlord participation, including specific dates and time periods when Tenant's contractor will require access to areas of the Project outside of the Premises. As soon as the Schedule is completed for the applicable work, Tenant shall deliver the same to Landlord for Landlord's approval, which approval shall not be unreasonably withheld, conditioned or delayed. Such Schedule shall be approved or disapproved by Landlord within ten (10) business days after delivery to Landlord. Landlord's failure to respond within such ten (10) business day period shall be deemed approval by Landlord. If Landlord disapproves the Schedule, then Landlord shall notify Tenant in writing of its objections to such Schedule, and the parties shall confer and negotiate in good faith to reach agreement on the Schedule. The Schedule shall be subject to adjustment as mutually agreed upon in writing by the parties, or as provided in this Work Letter.

1.3.Tenant's Architects, Contractors and Consultants. The architect, engineering consultants, design team, general contractor and subcontractors responsible for the construction of the Tenant Improvements shall be selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold, condition or delay. Landlord may refuse to consent to the use of any architects, consultants, contractors, subcontractors or material suppliers that Landlord reasonably believes could cause labor disharmony or may not have sufficient experience, in Landlord's reasonable opinion, to perform work in an occupied Class "A" laboratory research building and in tenant-occupied lab areas. All Tenant contracts with third parties related to the Tenant Improvements shall provide that Tenant may assign such contracts and any warranties with respect to the Tenant Improvements to Landlord at any time; provided, however, that Tenant shall not be permitted to actually assign any such contract(s) to Landlord unless Landlord and Tenant enter into a separate written agreement memorializing such assignment.

2.Tenant Improvements. All Tenant Improvements shall be performed by Tenant's contractor, at Tenant's sole cost and expense (subject to Landlord's obligations with respect to payment of any portion of the Base TI Allowance (and, if properly requested by Tenant pursuant to the Amendment, the Additional TI Allowance)) and in accordance with the Approved Plans (as defined below), the Amendment and this Work Letter. To the extent that the total projected cost of the applicable Tenant Improvements (as reasonably projected by Landlord, and as modified from time to time based on actual work performed) exceeds the Base TI Allowance (and, if properly requested by Tenant pursuant to the Amendment, the Additional TI Allowance) (such excess, the "Excess TI Costs"), Tenant shall pay the costs of the Tenant Improvements on a pari passu basis with Landlord as such costs become due, in the proportion of Excess TI Costs payable by Tenant to the TI Allowance payable by Landlord. All material and equipment furnished by Tenant or its contractors as the Tenant Improvements shall be new or "like new;" the Tenant Improvements shall be performed in a first-class, workmanlike manner; and the quality of the Tenant Improvements shall be of a nature and character not less than the Building Standard. Tenant shall take, and shall require its contractors to take, commercially reasonable steps to protect the Premises during the performance of any Tenant Improvements. All Tenant Improvements shall be performed in accordance with Article 17 of the Original Lease; provided that, notwithstanding anything in the Lease or this Work Letter to the contrary, in the event of a conflict between this Work Letter and Article 17 of the Original Lease, the terms of this Work Letter shall govern. In addition, if requested by Landlord, prior to commencing the Tenant Improvements, Tenant shall secure, at a cost to be split equally between Landlord and Tenant, a tenant improvement guarantee bond satisfactory to Landlord (in form and cost, which approval must be obtained prior to the issuance of the bond) for the Tenant Improvements. Without limiting the generality of the foregoing, such tenant improvement guarantee bond shall guarantee final completion of the Tenant Improvements by the general contractor and all subcontractors of every tier, payment of all amounts due and owing to such general contractor and subcontractors and removal of any mechanic's liens arising from such work.

2.1.Work Plans. Tenant shall prepare and submit to Landlord for approval schematics covering the Tenant Improvements prepared in conformity with the applicable provisions of this Work Letter (the "Draft Schematic Plans"), such approval not to be unreasonably withheld, conditioned or delayed. The Draft Schematic Plans shall contain sufficient information and detail to accurately describe the proposed design to Landlord and such other information as Landlord

may reasonably request. Landlord shall notify Tenant in writing within ten (10) business days after receipt of the Draft Schematic Plans whether Landlord approves or objects to the Draft Schematic Plans and of the manner, if any, in which the Draft Schematic Plans are unacceptable. Landlord's failure to respond within such ten (10) business day period shall be deemed approval by Landlord. If Landlord reasonably objects to the Draft Schematic Plans, then Tenant shall revise the Draft Schematic Plans and cause Landlord's objections to be remedied in the revised Draft Schematic Plans. Tenant shall then resubmit the revised Draft Schematic Plans to Landlord for approval, such approval not to be unreasonably withheld, conditioned or delayed. Landlord's approval of or objection to revised Draft Schematic Plans and Tenant's correction of the same shall be in accordance with this Section until Landlord has approved the Draft Schematic Plans in writing or been deemed to have approved them. The iteration of the Draft Schematic Plans that is approved or deemed approved by Landlord without objection shall be referred to herein as the "Approved Schematic Plans."

2.2.Construction Plans. Tenant shall prepare final plans and specifications for the Tenant Improvements that (a) are consistent with and are logical evolutions of the Approved Schematic Plans and (b) incorporate any other Tenant-requested (and Landlord-approved) Changes (as defined below). As soon as such final plans and specifications ("Construction Plans") are completed, Tenant shall deliver the same to Landlord for Landlord's approval, which approval shall not be unreasonably withheld, conditioned or delayed. All such Construction Plans shall be submitted by Tenant to Landlord in electronic .pdf, CADD and full-size hard copy formats, and shall be approved or disapproved by Landlord within ten (10) business days after delivery to Landlord. Landlord's failure to respond within such ten (10) business day period shall be deemed approval by Landlord. If the Construction Plans are disapproved by Landlord, then Landlord shall notify Tenant in writing of its objections to such Construction Plans, and the parties shall confer and negotiate in good faith to reach agreement on the Construction Plans. Promptly after the Construction Plans are approved by Landlord and Tenant, two (2) copies of such Construction Plans shall be initialed and dated by Landlord and Tenant, and Tenant shall promptly submit such Construction Plans to all appropriate Governmental Authorities for approval. The Construction Plans so approved, and all change orders specifically permitted by this Work Letter, are referred to herein as the "Approved Plans." Landlord will notify Tenant, at the time of Landlord's consent to the Construction Plans, which of the Tenant Improvements Landlord will require to be removed upon the expiration or earlier termination of this Lease, if any.

2.3.Changes to the Tenant Improvements. Any changes to the Approved Plans (each, a "Change") shall be requested and instituted in accordance with the provisions of this Article 2 and shall be subject to the written approval of the non-requesting party in accordance with this Work Letter.

(a)Change Request. Tenant may request Changes after Landlord approves the Approved Plans by notifying the other party thereof in writing in substantially the same form as the AIA standard change order form (a "Change Request"), which Change Request shall detail the nature and extent of any requested Changes, including (a) the Change, (b) the party required to perform the Change and (c) any modification of the Approved Plans and the Schedule, as applicable, necessitated by the Change. If the nature of a Change requires revisions to the Approved Plans, then the requesting party shall be solely responsible for the cost and expense of

such revisions and any increases in the cost of the Tenant Improvements as a result of such Change. Change Requests shall be signed by the requesting party's Authorized Representative.

(b)Approval of Changes. All Change Requests shall be subject to the other party's prior written approval, which approval shall not be unreasonably withheld, conditioned or delayed. The non-requesting party shall have five (5) business days after receipt of a Change Request to notify the requesting party in writing of the non-requesting party's decision either to approve or object to the Change Request. The non-requesting party's failure to respond within such five (5) business day period shall be deemed approval by the non-requesting party.

2.4.Preparation of Estimates. Tenant shall, before proceeding with any Change, using its commercially reasonable efforts, prepare as soon as is reasonably practicable (but in no event more than five (5) business days after delivering a Change Request to Landlord or receipt of a Change Request) an estimate of the increased costs or savings that would result from such Change, as well as an estimate of such Change's effects on the Schedule. Landlord shall have five (5) business days after receipt of such information from Tenant to approve or reject such Change Request in writing.

2.5.Quality Control Program; Coordination. Tenant shall provide Landlord with information regarding the following (together, the "QCP"): (a) Tenant's general contractor's quality control program and (b) evidence of subsequent monitoring and action plans. The QCP shall be subject to Landlord's reasonable review and approval and shall specifically address the Tenant Improvements. Tenant shall ensure that the QCP is regularly implemented on a scheduled basis and shall provide Landlord with reasonable prior notice and access to attend all inspections and meetings between Tenant and its general contractor. At the conclusion of the Tenant Improvements, Tenant shall deliver the quality control log to Landlord, which shall include all records of quality control meetings and testing and of inspections held in the field, including inspections relating to concrete, steel roofing, piping pressure testing and system commissioning.

3.Completion of Tenant Improvements. Tenant, at its sole cost and expense (except for the Base TI Allowance (and, if properly requested by Tenant pursuant to the Amendment, the Additional TI Allowance), shall cause its general contractor to perform and complete the Tenant Improvements in all respects (a) in substantial conformance with the Approved Plans, (b) otherwise in compliance with provisions of the Amendment, Lease and this Work Letter and (c) in accordance with Applicable Laws, the requirements of Tenant's insurance carriers, the requirements of Landlord's insurance carriers (to the extent Landlord provides its insurance carriers' requirements to Tenant) and the board of fire underwriters having jurisdiction over the Premises. The Tenant Improvements shall be deemed completed at such time as Tenant shall furnish to Landlord (t) evidence satisfactory to Landlord that (i) all Tenant Improvements have been completed and paid for in full (which shall be evidenced by the architect's certificate of completion and the general contractor's and each subcontractor's and material supplier's final unconditional waivers and releases of liens, each in a form acceptable to Landlord and complying with Applicable Laws, and a Certificate of Substantial Completion in the form of the American Institute of Architects document G704, executed by the project architect and the general contractor, together with a statutory notice of substantial completion from the general contractor), (ii) all Tenant Improvements have been accepted by Landlord, (iii) any and all liens related to the Tenant

Improvements have either been discharged of record (by payment, bond, order of a court of competent jurisdiction or otherwise) or waived by the party filing such lien and (iv) no security interests relating to the Tenant Improvements are outstanding, (u) all certifications and approvals with respect to the Tenant Improvements that may be required from any Governmental Authority and any board of fire underwriters or similar body for the use and occupancy of the Premises (including a certificate of occupancy (or its substantial equivalent) for the Premises for the Permitted Use), (v) certificates of insurance required by the Lease to be purchased and maintained by Tenant, (w) an affidavit from Tenant's architect certifying that all work performed in, on or about the Premises is in accordance with the Approved Plans, (x) complete "as built" drawing print sets, project specifications and shop drawings and electronic CADD files on disc (showing the Tenant Improvements as an overlay on the Building "as built" plans (provided that Landlord provides the Building "as-built" plans provided to Tenant) of all contract documents for work performed by their architect and engineers in relation to the Tenant Improvements, (y) a commissioning report prepared by a licensed, qualified commissioning agent hired by Tenant and approved by Landlord for all new or affected mechanical, electrical and plumbing systems (which report Landlord may hire a licensed, qualified commissioning agent to peer review, and whose reasonable recommendations Tenant's commissioning agent shall perform and incorporate into a revised report) and (z) such other "close out" materials as Landlord reasonably requests at the time of Landlord's approval of the Construction Plans, consistent with Landlord's own requirements for its contractors, such as copies of manufacturers' warranties, operation and maintenance manuals and the like.

Insurance.

4.1.Property Insurance. At all times during the period beginning with commencement of construction of the Tenant Improvements and ending with final completion of the Tenant Improvements, Tenant shall maintain or cause its contractor to maintain (in addition to the insurance required of Tenant pursuant to the Lease), property insurance insuring Landlord and the Landlord Parties, as their interests may appear. Such policy shall, on a completed replacement cost basis for the full insurable value at all times, insure against loss or damage by fire, vandalism and malicious mischief and other such risks as are customarily covered by the so-called "broad form extended coverage endorsement" upon all Tenant Improvements and the general contractor's and any subcontractors' machinery, tools and equipment, all while each forms a part of, or is contained in, the Tenant Improvements or any temporary structures on the Premises, or is adjacent thereto; provided that, for the avoidance of doubt, insurance coverage with respect to the general contractor's and any subcontractors' machinery, tools and equipment shall be carried on a primary basis by such general contractor or the applicable subcontractor(s). Tenant agrees to pay any deductible, and Landlord is not responsible for any deductible, for a claim under such insurance.

4.2.Workers' Compensation Insurance. At all times during the period of construction of the Tenant Improvements, Tenant shall, or shall cause its contractors or subcontractors to, maintain statutory workers' compensation insurance as required by Applicable Laws.

4.3.Waivers of Subrogation. Any insurance provided pursuant to this Article shall waive subrogation against the Landlord Parties and Tenant shall hold harmless and indemnify the

Landlord Parties for any loss or expense incurred as a result of a failure to obtain such waivers of subrogation from insurers.

5.Liability. Tenant assumes sole responsibility and liability for any and all injuries or the death of any persons, including Tenant's contractors and subcontractors and their respective employees, agents and invitees, and for any and all damages to property arising from any act or omission on the part of Tenant, Tenant's contractors or subcontractors, or their respective employees, agents and invitees in the prosecution of the Tenant Improvements. Tenant agrees to Indemnify the Landlord Indemnitees from and against all Claims due to, because of or arising from any and all such injuries, death or damage, whether real or alleged, and Tenant and Tenant's contractors and subcontractors shall assume and defend at their sole cost and expense all such Claims; provided, however, that nothing contained in this Work Letter shall be deemed to Indemnify Landlord from or against liability to the extent arising directly from Landlord's negligence or willful misconduct. Any deficiency in design or construction of the Tenant Improvements shall be solely the responsibility of Tenant, notwithstanding the fact that Landlord may have approved of the same in writing.

TI Allowance.

6.1.Application of TI Allowance. Landlord shall contribute, in the following order, the Base TI Allowance (and, if properly requested by Tenant pursuant to the Amendment, the Additional TI Allowance) and any Excess TI Costs advanced by Tenant to Landlord toward the costs and expenses incurred in connection with the performance of the Tenant Improvements, in accordance with Section 7 of the Amendment. If the entire TI Allowance is not applied toward or reserved for the costs of the Tenant Improvements, then Tenant shall not be entitled to a credit of such unused portion of the TI Allowance; provided, however, if the costs the Tenant Improvements exceeds the TI Allowance, then the entire TI Allowance shall be applied toward the costs of the Tenant Improvements notwithstanding the amount of Excess TI Costs paid by Tenant. Tenant may apply the Base TI Allowance (and, if properly requested by Tenant pursuant to the Amendment, the Additional TI Allowance) for the payment of construction and other costs in accordance with the terms and provisions of the Amendment.

6.2.Approval of Budget for the Tenant Improvements. Notwithstanding anything to the contrary set forth elsewhere in this Work Letter or the Amendment, Landlord shall not have any obligation to expend any portion of the TI Allowance until Landlord and Tenant shall have approved in writing the budget for the applicable Tenant Improvements (the "Approved Budget"). Prior to Landlord's approval of the Approved Budget, Tenant shall pay all of the costs and expenses incurred in connection with the Tenant Improvements as they become due. Landlord shall not be obligated to reimburse Tenant for costs or expenses relating to the Tenant Improvements that exceed the amount of the TI Allowance. Landlord shall not unreasonably withhold, condition or delay its approval of any budget for Tenant Improvements that is proposed by Tenant.

6.3.Fund Requests. Upon submission by Tenant to Landlord as of or prior to the TI Deadline of (a) a statement (a "Fund Request") setting forth the total amount of the TI Allowance requested, (b) a summary of the Tenant Improvements performed using AIA standard form

Application for Payment (G 702) executed by the general contractor and by the architect, (c) invoices from the general contractor, the architect, and any subcontractors, material suppliers and other parties requesting payment with respect to the amount of the TI Allowance then being requested, (d) unconditional lien releases from the general contractor and each subcontractor and material supplier with respect to previous payments made by either Landlord or Tenant for the Tenant Improvements in a form acceptable to Landlord and complying with Applicable Laws and

(e) conditional lien releases from the general contractor and each subcontractor and material supplier with respect to the Tenant Improvements performed that correspond to the Fund Request each in a form acceptable to Landlord and complying with Applicable Laws, then Landlord shall, within thirty (30) days following receipt by Landlord of a Fund Request and the accompanying materials required by this Section, pay to (as elected by Landlord) the applicable contractors, subcontractors and material suppliers or Tenant (for reimbursement for payments made by Tenant to such contractors, subcontractors or material suppliers either prior to Landlord's approval of the Approved TI Budget or as a result of Tenant's decision to pay for the Tenant Improvements itself and later seek reimbursement from Landlord in the form of one lump sum payment in accordance with the Amendment and this Work Letter), the amount of Tenant Improvement costs set forth in such Fund Request or Landlord's pari passu share thereof if Excess TI Costs exist based on the Approved Budget; provided, however, that Landlord shall not be obligated to make any payments under this Section until the budget for the Tenant Improvements is approved in accordance with Section 6.2, and any Fund Request under this Section shall be submitted as of or prior to the TI Deadline and shall be subject to the payment limits set forth in Section 6.2 above and Section 7 of the Amendment. Notwithstanding anything in this Section to the contrary, Tenant shall not submit a Fund Request after the TI Deadline or more often than every thirty (30) days. Any additional Fund Requests submitted by Tenant after the TI Deadline or more often than every thirty (30) days shall be void and of no force or effect.

6.4.Accrual Information. In addition to the other requirements of this Section 6, Tenant shall, no later than the second (2^nd) business day of each month commencing after the date Tenant first commences construction of the Tenant Improvements and continuing until the Tenant Improvements are complete, provide Landlord with (a) an estimate (broken out by phase, if applicable) of (i) the percentage of design and other soft cost work that has been completed, (ii) design and other soft costs spent through the end of the previous month, both from commencement of the Tenant Improvements and solely for the previous month, (iii) the percentage of construction and other hard cost work that has been completed, (iv) construction and other hard costs spent through the end of the previous month, both from commencement of the Tenant Improvements and solely for the previous month, and (v) the estimated date of Substantial Completion of the Tenant Improvements and (b) an Application and Certification for Payment for the previous calendar month, in the form of AIA Document G702 (including all associated back-up materials), executed by Tenant's architect and general contractor with respect to the Tenant Improvements. The foregoing will be provided using Landlord's standard form or another form reasonably approved by Landlord.

Miscellaneous.

EXHIBITB

FORM OF ADDITIONAL TI ALLOWANCE ACCEPTANCE LETTER

[TENANT LETTERHEAD]

BMR-201 INDUSTRIAL ROAD LP

4570 Executive Drive, Suite 400 San Diego, California 92121 Attn: Legal Department

[Date]

Re: Additional TI Allowance To Whom It May Concern:

This letter concerns that certain Fifth Amendment to Lease dated as of [], 2024 (the "Lease"), between BMR-201 Industrial Road LP ("Landlord") and Natera, Inc. ("Tenant"). Capitalized terms not otherwise defined herein shall have the meanings given them in the Lease.

Tenant hereby notifies Landlord that it wishes to exercise its right to utilize the Additional TI Allowance pursuant to Section 5 of the Fifth Amendment to Lease.

If you have any questions, please do not hesitate to call [_____] at ([__]) (__)-(__).

Sincerely, [Name]

[Title of Authorized Signatory]

cc:Ankit Patel

Jon Bergschneider

EXHIBIT C

ILLUSTRATIVE BASE RENT CHART

Dates	Square Feet of Rentable Area	Base Rent per Square Foot of Rentable Area	Monthly Base Rent	Additional TI Allowance Monthly Base Rent	Total Monthly Base Rent	Total Annual Base Rent
1/1/25 - 10/5/25	136,258	$5.87 monthly	$799,834.46	$11,581.93	$811,416.39	$9,736,996.68
10/6/25 - 10/5/26	136,258	$6.05 monthly	$824,360.90	$11,929.39	$836,290.29	$10,035,483.48
10/6/26 - 10/5/27	136,258	$6.23 monthly	$848,887.34	$12,287.27	$861,174.61	$10,334,095.32
10/6/27 - 10/5/28	136,258	$6.415 monthly	$874,095.07	$12,655.89	$886,750.96	$10,641,011.52
10/6/28 - 10/5/29	136,258	$6.61 monthly	$900,665.38	$13,035.57	$913,700.95	$10,964,411.40
10/6/29 - 10/5/30	136,258	$6.805 monthly	$927,235.69	$13,426.64	$940,662.33	$11,287,947.96
10/6/30 - 10/5/31	136,258	$7.01 monthly	$955,168.58	$13,829.44	$968,998.02	$11,627,976.24
10/6/31 - 10/5/32	136,258	$7.22 monthly	$983,782.76	$14,244.32	$998,027.08	$11,976,324.96