EX-10.8




 Exhibit 10.8 

MARIADB PLC 
 2022 EQUITY
INCENTIVE PLAN 
 RESTRICTED STOCK UNIT AWARD GRANT NOTICE 

(Global) 
 MariaDB plc (the
“Company”) hereby grants to you under its 2022 Equity Incentive Plan (the “Plan”) an award of Restricted Stock Units (the “RSUs”) as set forth below. The RSUs are subject to all the terms and
conditions set forth in the Plan, this Restricted Stock Unit Award Grant Notice (Global) (this “RSU Notice”), and the attached Restricted Stock Unit Award Agreement (Global), including any additional terms and conditions for your
country as set forth in the appendix thereto (the “RSU Agreement”), all of which are incorporated into this RSU Notice in their entirety. Capitalized terms not defined in this RSU Notice but defined in the Plan have the same
definitions as in the Plan. 
  

			
	Participant:	  	 
		
	Grant Date:	  	 
		
	Total Number of RSUs Subject to Award:	  	 
		
	Vesting Commencement Date:	  	 
		
	Vesting Schedule (subject to continued
Service with the Company or a Related
Company through an applicable vesting
date):	  	 [The RSUs will vest as follows: [vesting schedule]]

		
	Settlement:	  	Subject to the terms and conditions of the RSU Agreement, each vested RSU will be settled in one Ordinary Share.

 Additional Terms/Acknowledgement: By accepting this Award, you acknowledge receipt of, and understand and agree to,
this RSU Notice, the RSU Agreement and the terms and conditions of the Plan. You further acknowledge that as of the Grant Date, this RSU Notice, the RSU Agreement and the Plan set forth the entire understanding between you and the Company regarding
the RSUs and supersede all prior oral communications and written agreements on the subject, with the exception of any severance, change of control or other written plan or policy, or any written agreement between the Company and you, that contains
terms specifically applicable to the RSUs. By accepting the RSUs, you consent to receive the documents related to the Plan by electronic delivery and to participate in the Plan through an online or electronic system established and maintained by the
Company or another third party designated by the Company. If this RSU Notice or the RSU Agreement conflicts with the Plan, the Plan will control. 

[Signature Page Follows] 












									
	MARIADB plc	 		 		 	PARTICIPANT
					
	By:	 	 	 		 		 	 
	Its:	 	 	 		 		 	Signature
		 		 		 	Date:	 	 
		 		 		 	Address:	 	 
		 		 		 	Email:	 	 

  

	Attachment:	 



1. Restricted Stock Unit Award Agreement (Global) 

  
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 MARIADB PLC 

2022 EQUITY INCENTIVE PLAN 

RESTRICTED STOCK UNIT AWARD AGREEMENT 

(Global) 
 Pursuant to your
Restricted Stock Unit Award Grant Notice (Global) (the “RSU Notice”) and this Restricted Stock Unit Award Agreement (Global), including any special terms and conditions for your country as set forth in the appendix hereto (the
“Appendix,” and together with the RSU Notice and the Restricted Stock Award Unit Agreement (Global), this “Agreement”), MariaDB plc (the “Company”) has granted to you an award of
Restricted Stock Units (the “RSUs”) under its 2022 Equity Incentive Plan (the “Plan”) for the number of RSUs indicated in your RSU Notice. This Agreement is made pursuant to the provisions of the Plan and will in
all respects be construed in conformity with the express terms and provisions of the Plan. Capitalized terms not defined in this Agreement but defined in the Plan have the same definitions as in the Plan. 

The details of the RSUs, in addition to those set forth in the RSU Notice, the Appendix, and the Plan, are as follows: 

1. Vesting and Settlement. Subject to the limitations contained herein, the RSUs will vest as provided in the RSU
Notice. As soon as administratively practicable after the RSUs vest (but in any event, no later than the fifteenth day of the third month following the tax year in which the vesting date occurs), and subject to satisfaction of the tax
withholding obligations set forth in Section 7, the Company will settle the vested RSUs by delivering to you one Ordinary Share (“Share”) for each vested RSU. The delivery of Shares under this Award is intended to comply with
Treasury Regulation Section 1.409A-1(b)(4) to the extent applicable and will be construed and administered in such a manner. 

2. Compliance with Applicable Law. 

(a) Notwithstanding any other provision of this Agreement or the Plan, Shares will not be issued upon RSU vesting unless the Shares issuable
are registered under the Securities Act or, if such Shares are not then so registered, the Company has determined that such issuance would be exempt from the registration requirements of the Securities Act. The RSUs and the issuance of any Shares
thereunder also must comply with all other Applicable Law and regulations governing the RSUs and the Shares issuable thereunder, including any U.S. and non-U.S. state, federal, and local Applicable Law, and
you will not receive Shares if the Company determines that such receipt would not be in material compliance with such Applicable Law. 
 (b)
Notwithstanding any other provision of this Agreement, the RSU Notice or the Plan, no Share will be allotted or issued pursuant to the grant, vesting or settlement of an Award, unless such Share is fully
paid-up in cash on issuance to at least its nominal value and in a manner which does not contravene section 82 (financial assistance for acquisition of shares) or any other provision of the Companies Act, and
all Awards will be deemed to incorporate such a term. 
 (c) The Company is under no obligation to register or qualify the Shares with the
U.S. Securities and Exchange Commission or any state or foreign securities commission (or maintain any such registration or qualification if made) or to seek approval or clearance from any governmental authority for the issuance or sale of the
Shares. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company’s legal counsel to be necessary to the lawful issuance and sale of any Shares will relieve the Company of
any liability in respect of the failure to issue or sell the Shares as to which such requisite authority is not obtained. 

  
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Further, you agree that the Company will have unilateral authority to amend the Plan and this Agreement without your consent to the extent necessary to comply with securities or other laws
applicable to the issuance of the Shares. 
 (d) You agree that you will not sell or distribute all or any part of the Shares that you may
receive pursuant to the settlement of vested RSUs unless such sale complies with all Applicable Law, including, but not limited to, U.S. and non-U.S. securities, exchange control, insider trading and market
abuse laws. Any such sale also must comply with the Company’s insider trading policy. 
 3. Restrictive
Legends. The Shares issued upon settlement of the RSUs will be endorsed with appropriate legends, if any, determined by the Company. 

4. Termination of Employment or Service Relationship. Upon your Termination of Service for any reason, any RSUs
that have not vested in accordance with the vesting schedule in your RSU Notice will be automatically cancelled and forfeited to the Company without the payment of any consideration to you. You (and your successors, heirs, assigns, or personal
representatives) will have no further rights, and the Company will have no further obligations to you, with respect to such unvested RSUs. 

For purposes of this Agreement, your “Termination of Service” will be considered to occur as of the date you are no longer
actively providing services to the Company or, if different, the Related Company that employs you or for which you otherwise provide services (the “Service Recipient”), regardless of the reason for such termination and whether or
not later found to be invalid or in breach of Applicable Law in the jurisdiction where you are employed or otherwise rendering services or the terms of your employment or service agreement, if any. Unless otherwise determined by the Company, your
right to vest in the RSUs, if any, will cease as of the date of your Termination of Service and will not be extended by any notice period (e.g., your period of service would not include any contractual notice period or any period of “garden
leave” or similar period mandated under employment law or other Applicable Law in the jurisdiction where you are employed or otherwise rendering services, or the terms of your employment or service agreement, if any). 

5. Limited Transferability of the RSUs. Neither the RSUs nor any right or interest in any RSUs granted hereunder
may be sold, pledged, assigned, hypothecated, transferred, or disposed of in any manner other than, with respect to vested RSUs that have not been settled in Shares, by will or by the applicable laws of descent and distribution. 

6. Dividends. You will receive no benefit or adjustment to your RSUs with respect to any cash dividend, stock
dividend or other distribution, except as provided in the Plan with respect to adjustments made pursuant to Section 14(a) of the Plan. 

7. Withholding Taxes; No Obligation to Minimize Taxes. 

(a) Regardless of any action taken by the Company or the Service Recipient, the ultimate liability for all income tax, social insurance,
payroll tax, fringe benefits tax, payment on account or other tax-related items related to your participation in the Plan and legally applicable to you or deemed by the Company or the Service Recipient in its
discretion to be an appropriate charge to you even if legally applicable to the Company or the Service Recipient (“Tax-Related Items”) is and remains your responsibility and may exceed the
amount actually withheld, if any, by the Company or the Service Recipient. If you are subject to Tax-Related Items in more than one jurisdiction, the Company and/or the Service Recipient (or former Service
Recipient, as applicable) may be required to withhold or account for Tax-Related Items in more than one jurisdiction. 

  
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 (b) Prior to any relevant taxable or tax withholding event, as applicable, you agree to make
adequate arrangements satisfactory to the Company and/or the Service Recipient, as applicable, to satisfy all Tax-Related Items. In this regard, you authorize the Company and/or the Service Recipient, or their
respective agents, at their discretion, to satisfy any applicable withholding obligations with regard to all Tax-Related Items by one or a combination of the following: 

(i) requiring you to make a payment in a form acceptable to the Company; 

(ii) withholding from your wages or other cash compensation paid to you by the Company and/or the Service Recipient in accordance with
Applicable Law; 
 (iii) withholding from proceeds of the sale of Shares acquired upon settlement of the RSUs either through a voluntary
sale or through a mandatory sale arranged by the Company (on your behalf pursuant to this authorization without further consent); 
 (iv)
subject to Applicable Law, withholding Shares to be issued upon settlement of the RSUs; or 
 (v) any other method of withholding
determined by the Company and permitted by Applicable Law. 
 (c) In order to satisfy your obligations set forth in this Section 7, you
may irrevocably appoint any brokerage firm acceptable to the Company for such purpose as your agent (the “Agent”), and authorize the Agent, pursuant to a plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act, to: 
 (i) Sell on the open market at the then-prevailing market
price(s), on your behalf, as soon as practicable on or after the settlement date for any vested RSUs, the minimum number of Shares (which may be rounded up to the next whole number) sufficient to generate proceeds to cover the amount of any Tax-Related Items and all applicable fees and commissions due to, or required to be collected by, the Agent; and 

(ii) Remit directly to the Company the cash amount necessary to cover the payment of such Tax-Related
Items, as of such date. 
 (d) The Company may withhold or account for Tax-Related Items by
considering applicable minimum statutory withholding rates or other applicable withholding rates, including maximum applicable rates in your jurisdiction(s), in which case you may receive a refund of any
over-withheld amount in cash and will have no entitlement to the equivalent in Shares. If the obligation for Tax-Related Items is satisfied by withholding Shares, for
tax purposes, you are deemed to have been issued the full number of Shares for which the RSUs were settled, notwithstanding that a number of Shares are held back solely for the purpose of paying the
Tax-Related Items. 
 (e) You agree to pay to the Company or the Service Recipient, as applicable,
any amount of Tax-Related Items that the Company or the Service Recipient may be required to withhold or account for as a result of your participation in the Plan that cannot be satisfied by the means
previously described. The Company may refuse to issue or deliver the Shares or the proceeds of the sale of Shares if you fail to comply with your obligations in connection with the Tax-Related Items. 

  
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 (f) You acknowledge that the Company and/or the Service Recipient (i) make no
representations or undertakings regarding the treatment of any Tax-Related Items in connection with any aspect of the RSUs, including, but not limited to, their grant, their vesting, the issuance of Shares
upon vesting, or the subsequent sale of Shares acquired pursuant to the RSUs, and (ii) do not commit to and are under no obligation to structure the terms of the grant or any aspect of the RSUs to reduce or eliminate your liability for Tax-Related Items or achieve any particular tax result. You agree and acknowledge that the Plan Administrator, the Company, any Related Company, and their respective boards of directors, officers, employees, and
agents will not be held liable for any applicable costs, taxes, or penalties associated with The RSUs. By executing the RSU Notice, you agree that you will be deemed to have waived any claims with respect to any tax consequences related to the RSUs.

 8. RSUs Not an Employment or Service Contract. Nothing in the Plan or this Agreement will be deemed to
constitute any employment or service contract with the Company or confer or be deemed to confer any right for you to continue in the employ of, or to continue any other service relationship with, the Company, the Service Recipient, or any other
Related Company, as applicable, or limit in any way the right of the Company, the Service Recipient, or of any other Related Company, as applicable, to terminate your employment or other service relationship at any time, with or without cause. 

9. Severability. The provisions of this Agreement are severable and if any one or more provisions are determined
to be illegal or otherwise unenforceable, in whole or in part, the remaining provisions will, nevertheless, be binding and enforceable. 

10. No Waiver. No waiver of any provision of this Agreement will be valid unless in writing and signed by the
person against whom such waiver is sought to be enforced, nor will failure to enforce any right hereunder constitute a continuing waiver of the same or a waiver of any other right hereunder. 

11. Section 409A Compliance (Applicable Only to U.S. Taxpayers). The Company intends that the RSUs will be exempt
from, or comply with, the requirements of Section 409A of the Code, including any applicable regulations and guidance issued thereunder, and this Agreement and the Plan will be interpreted, operated, and administered in a manner consistent with
this intention. Each payment made pursuant to this Agreement will be treated as a separate payment for purposes of Section 409A of the Code. Notwithstanding any other provision in this Agreement or the Plan, the Company makes no representations
that the RSUs (and the payments made pursuant to this Agreement) will be exempt from or comply with Section 409A of the Code and makes no undertaking to preclude Section 409A of the Code from applying to the RSUs (and the payments made
pursuant to this Agreement). 
 12. Electronic Delivery and Acceptance. The Company may, in its sole discretion,
decide to deliver any documents related to your current or future participation in the Plan by electronic means. You consent to receive such documents by electronic delivery and agree to participate in the Plan through an online or electronic system
established and maintained by the Company or a third party designated by the Company. 
 13. Nature of Grant. By
entering this Agreement and accepting the grant of the RSUs, you acknowledge, understand, and agree that: 
 (a) your participation in the
Plan will be subject at all times to the terms of the Plan and this Agreement, as may be amended from time to time (including but not limited to any clawback provisions); 

(b) you are voluntarily participating in the Plan; 

  
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 (c) the Plan is established voluntarily by the Company, it is discretionary in nature, and
may be modified, amended, suspended, or terminated by the Company at any time, to the extent permitted by the Plan; 
 (d) the grant of the
RSUs is discretionary, exceptional, voluntary, and occasional and does not create any contractual or other right to receive future grants of RSUs or other awards, or benefits in lieu of RSUs or other awards, even if RSUs or other awards have been
granted in the past; 
 (e) all decisions with respect to any future grants of RSUs or other awards, if any, will be at the sole discretion
of the Plan Administrator; 
 (f) the Plan and any and all related Grant Notices and Agreements do not form part of your terms and
conditions of employment or service relationship with the Company or a Related Company (either expressly or impliedly by custom and practice or otherwise), and further, your participation in the Plan does not change or alter the nature or terms of
your employment or service relationship with the Company or a Related Company (including, but without limitation, your remuneration); further, if you are not an employee of the Company or a Related Company, you acknowledge that the Plan does not
create, or contribute towards the creation of, an employment relationship between you and the Company or any Related Company; 
 (g) the
value of the RSUs is an extraordinary item of compensation that is outside the scope of your employment or other service contracts, if any; 

(h) the RSUs and the Shares underlying the RSUs, and the income from and the value of the same, are not intended to replace any pension rights
or compensation, and rights under the Plan are not pensionable; 
 (i) the RSUs and Shares underlying the RSUs, and the income from and the
value of the same, are not part of normal or expected compensation for any purpose, including, but not limited to, calculating any benefits, severance, resignation, termination, redundancy, dismissal, end-of-service payments, bonuses, long-service awards, holiday pay, holiday top-up, pension or retirement or welfare benefits, or similar mandatory payments; 

(j) except as otherwise provided in this Agreement, your entitlement to participate in the Plan will cease upon your Termination of Service
howsoever arising (whether lawfully, unlawfully, or in breach of contract); 
 (k) unless otherwise agreed with the Company in writing, the
RSUs and the Shares underlying the RSUs, and the income from and the value of the same, are not granted as consideration for, or in connection with, the service you may provide as a director of the Company or a Related Company; 

(l) if the RSUs vest and you are issued Shares, the value of such Shares may increase or decrease in value following the vesting date or the
date the Shares are issued, even below the Fair Market Vale on the Grant Date; 
 (m) no claim or entitlement to compensation or damages
will arise from forfeiture of the RSUs or loss of any rights or benefits under the Plan (including any rights or benefits which you would have not have lost had your employment or service not terminated) resulting from your (a) Termination of
Service (for any reason whatsoever, whether or not later found to be invalid or in breach of labor laws in the jurisdiction where you are employed or providing Service or the terms of your employment or service agreement, if any), or (b) the
application of Section 6(j) of the Plan or any 

  
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compensation recovery or clawback policies adopted by the Company. You hereby acknowledge that you will not be entitled to, and you hereby waive, any right or claim (legal or otherwise) to
compensation or damages as against the Company or Related Company for the loss of any rights or benefits under the Plan, or any replacement or successor plan; 

(n) the future value of the Shares underlying the RSUs is unknown, indeterminable and cannot be predicted with certainty; 

(o) in the event that you are not a direct service provider to the Company or a Related Company, the grant of the RSUs will not be interpreted
to form (or contribute toward the creation of) an employment or other service relationship with the Company or any Related Company; and 

(p) neither the Company, the Service Recipient, nor any other Related Company will be liable for any foreign exchange rate fluctuation between
your local currency and the United States Dollar that may affect (i) the value of the RSUs or of any amounts due to you pursuant to the settlement of the RSUs or the subsequent sale of any Shares acquired upon settlement or (ii) payments
for Tax-Related Items. 
 14. Data Privacy Information. 

(a) Compliance with Applicable Data Protection Laws. In administering the Plan, the Company will comply with any applicable laws that
govern or otherwise apply to personal data processed in connection with the Plan, including the General Data Protection Regulation (Regulation (EU) No 2016/679) (the “GDPR”) and the Irish Data Protection Act 2018 (the
“DPA”), in each case as amended, supplemented or replaced from time to time. 
 (b) Data Collection and Usage. The
Company and the Service Recipient collect, process, and use certain personal information about you, including, but not limited to, your name, home address, telephone number, email address, date of birth, social insurance number, passport or other
identification numbers, salary, nationality, job title, any Ordinary Shares or directorships held in the Company, details of all Awards granted under the Plan, or any other entitlement to Ordinary Shares awarded, cancelled, exercised, vested,
unvested, or outstanding in your favor (“Data”), for the legitimate purpose of implementing, administering, and managing the Plan. Where required, the legal basis for the collection and processing of Data is set out in the
applicable privacy notice. 
 (c) Stock Plan Administration and Stock Plan Administrator. You understand that the Company may
transfer Data to a third-party stock plan administrator/broker (“Stock Plan Administrator”), which assists the Company, presently or in the future, with the implementation, administration and management of the Plan. 

(d) International Data Transfers. Neither the Company nor the Stock Plan Administrator will transfer any personal data outside the
European Economic Area other than in accordance with the GDPR, including by implementing an appropriate safeguarding mechanism and conducting a transfer risk assessment (if required). 

(e) Data Retention. The Company will hold and use Data only as long as is necessary to implement, administer, and manage your
participation in the Plan, or as required to comply with legal or regulatory obligations, including under tax, exchange control, securities, and labor laws. This may mean Data is retained until after your employment or other service relationship
ends, plus any additional time periods necessary for compliance with the law, exercise, or defense of legal rights, archiving, back-up, and deletion purposes. 

  
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 (f) Voluntariness and Consequences of Participation. Participation in the Plan is
voluntary and you understand that you may request to stop the transfer and processing of the Data for purposes of your participation in the Plan and that your employment or other service relationship with the Company or the Service Recipient will
not be affected. The only consequence of refusing or withdrawing consent is that the Company would not be able to allow you to participate in the Plan. You understand that the Data will still be processed in relation to your employment or other
service relationship for record-keeping purposes. 
 (g) Data Subject Rights. You may have a number of rights under data privacy laws
in your jurisdiction. Depending on where you are based, such rights may include the right to (i) request access to or copies of Data that the Company processes, (ii) rectify incorrect Data, (iii) delete Data, (iv) restrict the processing of Data,
(v) restrict the portability of Data, (vi) lodge complaints with competent authorities in your jurisdiction, and/or (vii) receive a list with the names and addresses of any potential recipients of Data. To receive clarifications regarding these
rights or to exercise these rights, you can contact the Company’s Human Resources Department or, if appointed, the Company’s data privacy officer. 

(h) Information Notice. Before you become a Participant in the Plan, the Company (or the Stock Plan Administrator on its behalf) will
make available to you a privacy notice, which provides information in relation to the processing of personal data in connection with the Plan and complies with the transparency requirements of the GDPR and the DPA, and/or other Applicable Laws. 

(i) Acknowledgement of Receipt of Transparency Notice. It will be a term and condition of participation in the Plan that you
acknowledge receipt of the information provided in accordance with this Section 14(i) and that you have understood the privacy notice provided to you. 

15. No Shareholder Rights. Neither you, nor any person claiming under or through you, will have any of the rights
or privileges of a shareholder of the Company, including, without limitation, voting rights and rights to dividends, in respect of the RSUs and any Shares underlying the RSUs, unless and until the date the Shares underlying the RSUs have been issued
and recorded as issued in the records of the Company or those of its transfer agents or registrars. 
 16. No Advice Regarding
Grant. The Company is not providing any tax, legal, or financial advice, nor is the Company making any recommendations or representations regarding your participation in the Plan, or your acquisition or sale of Shares acquired
upon vesting. You understand and agree that you should consult with your own personal tax, legal, and financial advisors regarding your participation in the Plan before taking any action related to the Plan. Prior to executing the RSU Notice, you
either have consulted with a competent tax advisor independent of the Company to obtain tax advice concerning the receipt of the RSUs and the receipt or disposition of Shares in light of your specific situation or you have had the opportunity to
consult with such a tax advisor but chose not to do so. 
 17. Recovery of Compensation. In accordance with
Section 6(j) of the Plan, the RSUs are subject to the requirements of (a) Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (regarding recovery of erroneously awarded compensation) and any implementing rules and
regulations thereunder, (b) similar rules under the laws of any other jurisdiction, (c) any compensation recovery or clawback policies or clawback provisions in your terms of employment, as applicable, adopted by the Company to implement
any such requirements, or (d) any other compensation recovery or clawback policies and clawback provisions in your terms of employment, as applicable, or otherwise as may be adopted from time to time by the Company, all to the extent determined
by the Plan Administrator in its discretion to be applicable to you and/or required by Applicable Law. 

  
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 18. Language. You acknowledge and represent that you are
sufficiently proficient in the English language, or have consulted with an advisor who is sufficiently proficient in English, so as to allow you to understand the terms of this Agreement and any other documents related to the Plan. If you have
received this Agreement or any other document related to the Plan translated into a language other than English and if the meaning of the translated version is different from the English version, the English version will control. 

19. Insider Trading/Market Abuse Laws. You may be subject to insider trading restrictions and/or market abuse laws
in applicable jurisdictions, including the United States and, if different, your country, your broker’s country, and/or the country where Shares are listed, which may affect your ability to accept or otherwise acquire, or sell, attempt to sell,
or otherwise dispose of, Shares or rights to Shares (e.g., the RSUs) under the Plan or rights linked to the value of Shares (e.g., phantom awards, futures) during such times as you are considered to have “inside information” regarding the
Company (as defined by the laws or regulations in the applicable jurisdiction) or to trade in Shares or to trade in rights to Shares under the Plan. Local insider trading laws and regulations may prohibit the cancellation or amendment of orders you
place before you possessed inside information. Furthermore, you could be prohibited from (a) disclosing the inside information to any third party, and (b) “tipping” third parties or otherwise causing them to buy or sell Company
securities; “third parties” include fellow employees. Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be imposed under the Company’s insider trading policy. It is your
responsibility to comply with any applicable restrictions and you are advised to speak to your personal advisor on this matter. 

20. Foreign Asset/Account Reporting Requirements and Exchange Controls. You acknowledge that your country may have
certain foreign asset and/or foreign account reporting requirements and exchange controls which may affect your ability to acquire or hold the Shares or cash received from participating in the Plan (including from any dividends paid on or sales
proceeds arising from the sale of Shares acquired under the Plan) in a brokerage or bank account outside your country. You may be required to report such accounts, assets, or transactions to the tax or other authorities in your country. You also may
be required to repatriate sale proceeds or other funds received as a result of your participation in the Plan to your country through a designated bank or broker within a certain time after receipt. You acknowledge that it is your responsibility to
comply with such regulations, and you are advised to consult your personal legal advisor for any details. 
 21. Imposition of
Other Requirements. The Company reserves the right to impose other requirements on your participation in the Plan, on the RSUs and on any Shares acquired under the Plan, to the extent the Company determines it is necessary or
advisable for legal or administrative reasons, and to require you to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing. 

22. Successors and Assigns. The Company may assign its rights under this Agreement at any time, whether or not
such rights are then exercisable, to any person or entity selected by the Plan Administrator. You may not assign your rights and obligations under this Agreement without the prior written consent of the Company. This Agreement will inure to the
benefit of the successors and assigns of the Company and be binding upon you and your estate, executor, any receiver or trustee in bankruptcy, and any representative of your creditors, whether or not any such person will have become a party to this
Agreement and agreed in writing to join herein and be bound by the terms and conditions hereof. 
 23. Notices.
Any notice, demand, or request required or permitted to be given under this Agreement will be in writing and will be deemed sufficient when submitted via the Admin Portal, when delivered personally or by overnight courier or sent by email, or 48
hours after being deposited in the U.S. mail (or comparable non-U.S. postal service) as certified or registered mail with postage prepaid, addressed to the party to be notified at the party’s address on
record with the Plan Administrator. Notice to the Company will be provided to its corporate headquarters. 

  
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 24. Restrictions. In the event the Shares are no longer to be
registered with the U.S. Securities and Exchange Commission (as determined by the Plan Administrator), any Shares acquired in respect of the RSUs will be subject to such terms and conditions as the Plan Administrator will determine, including,
without limitation, restrictions on transferability, repurchase or redemption rights, the right of the Company to require that Shares be transferred in the event of certain transactions, rights of first refusal,
tag-along rights, bring-along rights, redemption and co-sale rights and voting requirements. Such terms and conditions may be in addition to those contained in the Plan
and may, as determined by the Plan Administrator, be contained in a shareholders’ agreement or in such other agreement as the Plan Administrator will determine, in each case in a form determined by the Plan Administrator. The Plan Administrator
may condition the issuance of such Shares on your consent to such terms and conditions and your entering into such agreement or agreements. 

25. Counterparts. The RSU Notice may be executed in two or more counterparts, each of which will be deemed an
original, but which, upon execution, will constitute one and the same instrument. 
 26. Appendix for Non-U.S. Participants. Notwithstanding any provision in this Agreement, the RSUs granted under the Plan will be subject to any additional terms and conditions for your country set forth in the
Appendix attached hereto. Moreover, if you relocate to one of the countries included in the Appendix, the additional terms and conditions for such country will apply to you, to the extent the Company determines that the application of such terms and
conditions is necessary or advisable for legal or administrative reasons. The Appendix constitutes part of this Agreement. 

  
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 APPENDIX 

TO 
 MARIADB PLC 

2022 EQUITY INCENTIVE PLAN 

RESTRICTED STOCK UNIT AWARD AGREEMENT 

FOR NON-U.S. PARTICIPANTS 

Capitalized terms used but not defined herein will have the meanings ascribed to them in the Plan and/or the Restricted Stock Unit Award
Agreement (Global) to which this Appendix is attached. 
 Terms and Conditions 

This Appendix includes additional terms and conditions that govern the RSUs granted to you under the Plan if you reside and/or work in one of
the countries listed below. 
 If you are a citizen or resident of a country other than the one in which you are currently working and/or
residing, transfer to another country after the Grant Date, or are considered a resident of another country for local law purposes, the Company will, in its discretion, determine the extent to which the special terms and conditions contained herein
apply to you. 
 Notifications 

This Appendix may also include information regarding exchange controls and certain other issues of which you should be aware with respect to
your participation in the Plan. The information is based on the securities, exchange control, and other laws in effect in the respective countries as of [DATE]. Such laws are often complex and change frequently. As a result, the Company strongly
recommends that you not rely on the information noted herein as the only source of information relating to the consequences of your participation in the Plan because the information may be out of date by the time you receive the RSUs or sell the
Shares acquired under the Plan. 
 In addition, the information contained in this Appendix is general in nature and may not apply to your
particular situation, and the Company is not in a position to assure you of any particular result. Accordingly, you are advised to seek appropriate professional advice as to how the Applicable Law in your country may apply to your situation. 

Finally, you understand that if you are a citizen or resident of a country other than the one in which you currently reside and/or work,
transfer to another country after the Grant Date, or are considered a resident of another country for local law purposes, the notifications contained herein may not apply to you in the same manner. 

  
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 IRELAND 

Terms and Conditions 
 The following provisions
apply to residents of Ireland. 
 1. Termination of Employment or Service Relationship. 

The following provision replaces the second paragraph of Section 4 of the Restricted Stock Unit Award Agreement: 

For purposes of this Agreement, your “Termination of Service” will be considered to occur (i) where employed by either
the Company or a Related Company, as of the date the written notice of the termination of your employment expires or in circumstances where you are paid in lieu of your notice period, then the date from which payment in lieu of notice is made (which
is usually the date of the written notice of the termination of your employment), or, (ii) if an independent contractor, the date on which the agreement for the supply of services between you and the Company or Related Company (the
“Service Recipient”) is terminated in accordance with the service agreement, regardless of the reason for such termination and whether or not later found to be invalid or in breach of Applicable Law, or the terms and conditions of
your employment or service agreement, if any, in the jurisdiction where you are employed or otherwise rendering services. Unless otherwise determined by the Company, your right to vest in any unvested RSUs, if any, will cease as of the date of your
Termination of Service. 

  
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