EX-10.4



 EXHIBIT 10.4 

PROTEINSIMPLE 

STOCK OPTION GRANT NOTICE 

(2013 EQUITY INCENTIVE PLAN) 

ProteinSimple (the “Company”), pursuant to its 2013 Equity Incentive Plan (the “Plan”), hereby grants to
Optionholder an option to purchase the number of shares of the Company’s Common Stock set forth below. This option is subject to all of the terms and conditions as set forth in this notice, in the Option Agreement, the Plan and the Notice of
Exercise, all of which are attached hereto and incorporated herein in their entirety. Capitalized terms not explicitly defined herein but defined in the Plan or the Option Agreement will have the same definitions as in the Plan or the Option
Agreement. If there is any conflict between the terms in this notice and the Plan, the terms of the Plan will control. 
  

							
		 	Optionholder:	 	  
	 	
		 	Date of Grant:	 	  
	 	
		 	Vesting Commencement Date:	 	  
	 	
		 	Number of Shares Subject to Option:	 	  
	 	
		 	Exercise Price (Per Share):	 	  
	 	
		 	Total Exercise Price:	 	  
	 	
		 	Expiration Date:	 	  
	 	

  

					
	Type of Grant:	  	  ̈      Incentive Stock Option1
	  	  ̈      Nonstatutory Stock Option

			
	Exercise Schedule:	  	  ̈      Same as Vesting Schedule
	  	  ̈      Early Exercise Permitted

		
	Vesting Schedule:	  	The shares vest in a series of forty-eight (48) successive equal monthly installments measured from the first anniversary of the Vesting Commencement Date, subject to Optionholder’s Continuous Service as
of each such date.
		
	Payment:	  	 By one or a combination of the following items (described in the Option Agreement):

 
  ̈    By cash, check,
bank draft or money order payable to the Company
  ̈    Pursuant to a Regulation T
Program if the shares are publicly traded
  ̈    By delivery of already-owned shares if
the shares are publicly traded
  ̈    If and only to the extent this option is a
Nonstatutory Stock Option, and subject to the Company’s consent at the time of exercise, by a “net exercise” arrangement
  ̈    Subject to the Company’s consent at the time of exercise, by promissory note


  

	1 	If this is an Incentive Stock Option, it (plus other outstanding Incentive Stock Options) cannot be first exercisable for more than $100,000 in value (measured by exercise price) in any calendar year. Any excess
over $100,000 is a Nonstatutory Stock Option. 








 Additional Terms/Acknowledgements: Optionholder acknowledges receipt of, and understands and agrees to,
this Stock Option Grant Notice, the Option Agreement and the Plan. Optionholder acknowledges and agrees that this Stock Option Grant Notice and the Option Agreement may not be modified, amended or revised except as provided in the Plan. Optionholder
further acknowledges that as of the Date of Grant, this Stock Option Grant Notice, the Option Agreement, and the Plan set forth the entire understanding between Optionholder and the Company regarding this option award and supersede all prior oral
and written agreements, promises and/or representations on that subject with the exception of (i) options previously granted and delivered to Optionholder, (ii) any compensation recovery policy that is adopted by the Company or is
otherwise required by applicable law and (iii) any written employment or severance arrangement that would provide for vesting acceleration of this option upon the terms and conditions set forth therein. By accepting this option, Optionholder
consents to receive such documents by electronic delivery and to participate in the Plan through an on-line or electronic system established and maintained by the Company or another third party designated by the Company. 

 

									
	PROTEINSIMPLE	 		 	OPTIONHOLDER:
				
	By:	 	  
	 		 	  

	Signature	 		 	Signature
					
	Title:	 	  
	 		 	Date:	 	  

	Date:	 	  
	 		 		 	

 ATTACHMENTS: Option Agreement, 2013 Equity Incentive Plan, and Notice of Exercise 







 ATTACHMENT I 

OPTION AGREEMENT 

PROTEINSIMPLE 

2013 EQUITY INCENTIVE PLAN 

OPTION AGREEMENT 

(INCENTIVE STOCK OPTION OR NONSTATUTORY STOCK
OPTION) 
 Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Option Agreement,
ProteinSimple (the “Company”) has granted you an option under its 2013 Equity Incentive Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant
Notice at the exercise price indicated in your Grant Notice. The option is granted to you effective as of the date of grant set forth in the Grant Notice (the “Date of Grant”). If there is any conflict between the terms in
this Option Agreement and the Plan, the terms of the Plan will control. Capitalized terms not explicitly defined in this Option Agreement or in the Grant Notice but defined in the Plan will have the same definitions as in the Plan. 

The details of your option, in addition to those set forth in the Grant Notice and the Plan, are as follows: 

1. VESTING. Your option will vest as provided in your Grant Notice. Vesting will cease upon the termination of your
Continuous Service. 
 2. NUMBER OF SHARES AND EXERCISE
PRICE. The number of shares of Common Stock subject to your option and your exercise price per share in your Grant Notice will be adjusted for Capitalization Adjustments. 

3. EXERCISE RESTRICTION FOR NON-EXEMPT
EMPLOYEES. If you are an Employee eligible for overtime compensation under the Fair Labor Standards Act of 1938, as amended (that is, a “Non-Exempt Employee”), and except as otherwise provided in the Plan,
you may not exercise your option until you have completed at least six (6) months of Continuous Service measured from the Date of Grant, even if you have already been an employee for more than six (6) months. Consistent with the provisions
of the Worker Economic Opportunity Act, you may exercise your option as to any vested portion prior to such six (6) month anniversary in the case of (i) your death or disability, (ii) a Corporate Transaction in which your option is
not assumed, continued or substituted, (iii) a Change in Control or (iv) your termination of Continuous Service on your “retirement” (as defined in the Company’s benefit plans). 

4. EXERCISE PRIOR TO VESTING (“EARLY
EXERCISE”). If permitted in your Grant Notice (i.e., the “Exercise Schedule” indicates “Early Exercise Permitted”) and subject to the provisions of your option, you may elect at any time that is
both (i) during the period of your Continuous Service and (ii) during the term of your option, to exercise all or part of your option, including the unvested portion of your option; provided, however, that: 

(a) a partial exercise of your option will be deemed to cover first vested shares of Common Stock and then the earliest vesting
installment of unvested shares of Common Stock; 

  
 1. 








 (b) any shares of Common Stock so purchased from installments that have not vested as of
the date of exercise will be subject to the purchase option in favor of the Company as described in the Company’s form of Early Exercise Stock Purchase Agreement; 

(c) you will enter into the Company’s form of Early Exercise Stock Purchase Agreement with a vesting schedule that will result in
the same vesting as if no early exercise had occurred; and 
 (d) if your option is an Incentive Stock Option, then, to the extent
that the aggregate Fair Market Value (determined at the Date of Grant) of the shares of Common Stock with respect to which your option plus all other Incentive Stock Options you hold are exercisable for the first time by you during any calendar year
(under all plans of the Company and its Affiliates) exceeds one hundred thousand dollars ($100,000), your option(s) or portions thereof that exceed such limit (according to the order in which they were granted) will be treated as Nonstatutory Stock
Options. 
 5. METHOD OF PAYMENT. You must pay the full amount of the exercise price for
the shares you wish to exercise. You may pay the exercise price in cash or by check, bank draft or money order payable to the Company or in any other manner permitted by your Grant Notice, which may include one or more of the
following: 
 (a) Provided that at the time of exercise the Common Stock is publicly traded, pursuant to a program developed under
Regulation T as promulgated by the Federal Reserve Board that, prior to the issuance of Common Stock, results in either the receipt of cash (or check) by the Company or the receipt of irrevocable instructions to pay the aggregate exercise price to
the Company from the sales proceeds. This manner of payment is also known as a “broker-assisted exercise”, “same day sale”, or “sell to cover”. 

(b) Provided that at the time of exercise the Common Stock is publicly traded, by delivery to the Company (either by actual delivery or
attestation) of already-owned shares of Common Stock that are owned free and clear of any liens, claims, encumbrances or security interests, and that are valued at Fair Market Value on the date of exercise. “Delivery” for these purposes,
in the sole discretion of the Company at the time you exercise your option, will include delivery to the Company of your attestation of ownership of such shares of Common Stock in a form approved by the Company. You may not exercise your option by
delivery to the Company of Common Stock if doing so would violate the provisions of any law, regulation or agreement restricting the redemption of the Company’s stock. 

(c) If this option is a Nonstatutory Stock Option, subject to the consent of the Company at the time of exercise, by a “net
exercise” arrangement pursuant to which the Company will reduce the number of shares of Common Stock issued upon exercise of your option by the largest whole number of shares with a Fair Market Value that does not exceed the aggregate exercise
price. You must pay any remaining balance of the aggregate exercise price not satisfied by the “net exercise” in cash or other permitted form of payment. Shares of Common Stock will no longer be outstanding under your option and will not
be exercisable thereafter if those shares (i) are used to pay the exercise price pursuant to the “net exercise,” (ii) are delivered to you as a result of such exercise, and (iii) are withheld to satisfy your tax withholding
obligations. 

  
 2. 








 (d) Subject to the consent of the Company at the time of exercise, by delivering an
interest bearing promissory note with such terms (including the interest rate, the requirements for collateral and the terms of repayment) as established by the Company in its sole discretion; provided, however, in no event may the
principal amount of the promissory note exceed the sum of (A) the aggregate exercise price for the shares (less the par value of the shares) plus (B) your tax withholding obligations, if any. 

6. WHOLE SHARES. You may exercise your option only for whole shares of Common Stock. 

7. SECURITIES LAW COMPLIANCE. In no event may you exercise your option unless the shares
of Common Stock issuable upon exercise are then registered under the Securities Act or, if not registered, the Company has determined that your exercise and the issuance of the shares would be exempt from the registration requirements of the
Securities Act. The exercise of your option also must comply with all other applicable laws and regulations governing your option, and you may not exercise your option if the Company determines that such exercise would not be in material compliance
with such laws and regulations (including any restrictions on exercise required for compliance with Treas. Reg. 1.401(k)-1(d)(3), if applicable). 

8. TERM. You may not exercise your option before the Date of Grant or after the expiration of the option’s term.
The term of your option expires, subject to the provisions of Section 5(h) of the Plan, upon the earliest of the following: 
 (a)
Immediately upon the termination of your Continuous Service for Misconduct; 
 (b) three (3) months after the termination of
your Continuous Service for any reason other than Misconduct, your Disability or your death (except as otherwise provided in Section 8(d) below); provided, however, that if during any part of such three (3) month period your option
is not exercisable solely because of the condition set forth in the section above relating to “Securities Law Compliance,” your option will not expire until the earlier of the Expiration Date or until it has been exercisable for an
aggregate period of three (3) months after the termination of your Continuous Service; provided further, if (i) you are a Non-Exempt Employee, (ii) your Continuous Service terminates within six (6) months after the Date of
Grant, and (iii) you have vested in a portion of your option at the time of your termination of Continuous Service, your option will not expire until the earlier of (x) the later of (A) the date that is seven (7) months after the
Date of Grant, and (B) the date that is three (3) months after the termination of your Continuous Service, and (y) the Expiration Date; 

(c) twelve (12) months after the termination of your Continuous Service due to your Disability (except as otherwise provided in
Section 8(d)) below; 
 (d) twelve (12) months after your death if you die either during your Continuous Service or within
three (3) months after your Continuous Service terminates for any reason other than Misconduct; 

  
 3. 








 (e) the Expiration Date indicated in your Grant Notice; or 

(f) the day before the tenth (10th) anniversary of the Date of Grant. 

If your option is an Incentive Stock Option, note that to obtain the federal income tax advantages associated with an Incentive Stock Option,
the Code requires that at all times beginning on the Date of Grant and ending on the day three (3) months before the date of your option’s exercise, you must be an employee of the Company or an Affiliate, except in the event of your death
or Disability. The Company has provided for extended exercisability of your option under certain circumstances for your benefit but cannot guarantee that your option will necessarily be treated as an Incentive Stock Option if you continue to provide
services to the Company or an Affiliate as a Consultant or Director after your employment terminates or if you otherwise exercise your option more than three (3) months after the date your employment with the Company or an Affiliate terminates.

 9. EXERCISE. 

(a) You may exercise the vested portion of your option (and the unvested portion of your option if your Grant Notice so permits) during
its term by (i) delivering a Notice of Exercise (in a form designated by the Company) or completing such other documents and/or procedures designated by the Company for exercise and (ii) paying the exercise price and any applicable
withholding taxes to the Company’s Secretary, stock plan administrator, or such other person as the Company may designate, together with such additional documents as the Company may then require. 

(b) By exercising your option you agree that, as a condition to any exercise of your option, the Company may require you to enter into
an arrangement providing for the payment by you to the Company of any tax withholding obligation of the Company arising by reason of (i) the exercise of your option, (ii) the lapse of any substantial risk of forfeiture to which the shares
of Common Stock are subject at the time of exercise, or (iii) the disposition of shares of Common Stock acquired upon such exercise. 

(c) If your option is an Incentive Stock Option, by exercising your option you agree that you will notify the Company in writing within
fifteen (15) days after the date of any disposition of any of the shares of the Common Stock issued upon exercise of your option that occurs within two (2) years after the Date of Grant or within one (1) year after such shares of
Common Stock are transferred upon exercise of your option. 
 (d) By exercising your option you agree that you will not sell, dispose
of, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale with respect to any shares of Common Stock or other securities of the Company held
by you, for a period of one hundred eighty (180) days following the effective date of a registration statement of the Company filed under the Securities Act or such longer period as the underwriters or the Company will request to facilitate
compliance with FINRA Rule 2711 or NYSE Member Rule 472 or any successor or similar rules or regulation (the “Lock-Up Period”); provided, however, that nothing contained in this section will prevent the exercise of a
repurchase option, if any, in favor of the Company 

  
 4. 








 
during the Lock-Up Period. You further agree to execute and deliver such other agreements as may be reasonably requested by the Company or the underwriters that are consistent with the foregoing
or that are necessary to give further effect thereto. In order to enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to your shares of Common Stock until the end of such period. You also agree that any
transferee of any shares of Common Stock (or other securities) of the Company held by you will be bound by this Section 9(d). The underwriters of the Company’s stock are intended third party beneficiaries of this Section 9(d) and will
have the right, power and authority to enforce the provisions hereof as though they were a party hereto. 
 10.
TRANSFERABILITY. Except as otherwise provided in this Section 10, your option is not transferable, except by will or by the laws of descent and distribution, and is exercisable during your life only by you. 

(a) Certain Trusts. Upon receiving written permission from the Board or its duly authorized designee, you may transfer your option to a
trust if you are considered to be the sole beneficial owner (determined under Section 671 of the Code and applicable state law) while the option is held in the trust. You and the trustee must enter into transfer and other agreements required by
the Company. 
 (b) Domestic Relations Orders. Upon receiving written permission from the Board or its duly authorized designee, and
provided that you and the designated transferee enter into transfer and other agreements required by the Company, you may transfer your option pursuant to the terms of a domestic relations order, official marital settlement agreement or other
divorce or separation instrument as permitted by Treasury Regulation 1.421-1(b)(2) that contains the information required by the Company to effectuate the transfer. You are encouraged to discuss the proposed terms of any division of this option with
the Company prior to finalizing the domestic relations order or marital settlement agreement to help ensure the required information is contained within the domestic relations order or marital settlement agreement. If this option is an Incentive
Stock Option, this option may be deemed to be a Nonstatutory Stock Option as a result of such transfer. 
 (c) Beneficiary
Designation. Upon receiving written permission from the Board or its duly authorized designee, you may, by delivering written notice to the Company, in a form approved by the Company and any broker designated by the Company to handle
option exercises, designate a third party who, on your death, will thereafter be entitled to exercise this option and receive the Common Stock or other consideration resulting from such exercise. In the absence of such a designation, your executor
or administrator of your estate will be entitled to exercise this option and receive, on behalf of your estate, the Common Stock or other consideration resulting from such exercise. 

11. RIGHT OF FIRST REFUSAL. The Company has the right of first refusal (the
“First Refusal Right”) exercisable in connection with any proposed transfer of vested shares. For purposes of this Section 11, the term “transfer” means any sale, assignment, pledge, encumbrance or other
disposition of your vested shares, but does not include any permitted transfer of your vested shares. 

  
 5. 








 (a) Notice of Intended Disposition. In the event you desire to accept a bona fide
third-party offer for the transfer of any or all of your vested shares (vested shares subject to such offer to be hereinafter referred to as the “Target Shares”), you will promptly (i) deliver to the Company written
notice (the “Disposition Notice”) of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such
third-party offeror would not be in contravention of the provisions set forth in this agreement. 
 (b) Exercise of the First Refusal
Right. 
 (i) The Company will have the right to repurchase any or all of your Target Shares subject to the Disposition Notice
upon the same terms as those specified therein or upon such other terms (not materially different from those specified in the Disposition Notice) to which you consent. Such right will be exercisable by delivery of written notice (the
“Company Notice of Exercise”) to you prior to the 25th day following the Company’s receipt of the Disposition Notice. 

(ii) Should the purchase price specified in the Disposition Notice be payable in property other than cash or evidences of
indebtedness, the Company will have the right to pay the purchase price in the form of cash equal in amount to the value of such property. If both you and the Company cannot agree on such cash value within 10 days after the Company’s receipt of
the Disposition Notice, the valuation will be made by an appraiser of recognized standing selected by you and the Company or, if there is no agreement on an appraiser within 20 days after the Company’s receipt of the Disposition Notice, both
you and the Company will select an appraiser of recognized standing and the two appraisers will designate a third appraiser of recognized standing, whose appraisal will be determinative of such value. Both you and the Company will share the cost of
such appraisal equally. 
 (iii) The closing will then be held on the later of (A) the fifth business day following
delivery of the Company Notice of Exercise or (B) the fifth business day after such valuation will have been made. At the closing, the Company will effect the repurchase of such shares, including payment of the aggregate purchase price, and at
such time the certificates representing the Target Shares will be delivered to the Company. 
 (c) Non-Exercise of the First Refusal
Right. In the event the Company Notice of Exercise is not given to you prior to the expiration of the 25 day exercise period, you will have a period of 30 days thereafter in which to sell or otherwise dispose of the Target Shares to the
third-party offeror identified in the Disposition Notice upon terms (including the purchase price) no more favorable to such third-party offeror than those specified in the Disposition Notice; provided, however, that any such sale or
disposition must not be effected in contravention of the provisions set forth in this agreement. The third-party offeror will acquire the Target Shares subject to the First Refusal Right and the provisions and restrictions set forth in this
agreement, and any subsequent disposition of the acquired shares must be effected in compliance with the terms and conditions of such First Refusal Right and the provisions and restrictions set forth in this agreement. In the event you do not effect
such sale or disposition of the Target Shares within the specified 30 day period, the First Refusal Right will continue to be applicable to any subsequent disposition of the Target Shares by you until such right lapses. 

  
 6. 








 (d) Partial Exercise of the First Refusal Right. In the event the Company makes a timely
exercise of the First Refusal Right with respect to a portion, but not all, of the Target Shares specified in your Disposition Notice, you will have the option, exercisable by written notice to the Company delivered within five business days after
your receipt of the Company Notice of Exercise, to effect the sale of the Target Shares pursuant to either of the following alternatives: 

(i) sale or other disposition of some or all the Target Shares to the third-party offeror identified in the Disposition Notice, but in
full compliance with the requirements of Section 11(d), as if the Company did not exercise the First Refusal Right; or 
 (ii)
sale to the Company of the portion of the Target Shares which the Company has elected to purchase, such sale to be effected in substantial conformity with the provisions of Section 11(c). The First Refusal Right will continue to be applicable
to any subsequent disposition of the remaining Target Shares until such right lapses. 
 Your failure to deliver timely notification to the
Company will be deemed to be an election by you to sell the Target Shares pursuant to alternative (i) above. 
 (e)
Capitalization Adjustments. Any new, substituted or additional securities or other property that is by reason of any Capitalization Adjustment distributed with respect to vested shares will be immediately subject to the First Refusal Right. 

(f) Lapse. The First Refusal Right will lapse upon the earlier to occur of (i) a firm commitment underwritten public
offering, pursuant to an effective registration statement under the 1933 Act, covering the offer and sale of the Common Stock in the aggregate amount of at least $20,000,000 or (ii) the acquisition of the Company by an entity that is traded on
a stock exchange or the Nasdaq Stock Market. However, the Lock-Up Period will continue to remain in full force and effect following the lapse of the First Refusal Right, in the case of a transaction described in (i) above. 

12. RIGHT OF REPURCHASE. To the extent provided in the Company’s bylaws in effect at
such time the Company elects to exercise its right, the Company will have the right to repurchase all or any part of the shares of Common Stock you acquire pursuant to the exercise of your option. 

13. OPTION NOT A SERVICE CONTRACT. Your option is not an
employment or service contract, and nothing in your option will be deemed to create in any way whatsoever any obligation on your part to continue in the employ of the Company or an Affiliate, or of the Company or an Affiliate to continue your
employment. In addition, nothing in your option will obligate the Company or an Affiliate, their respective stockholders, boards of directors, officers or employees to continue any relationship that you might have as a Director or Consultant for the
Company or an Affiliate. 
 14. WITHHOLDING OBLIGATIONS. 

(a) At the time you exercise your option, in whole or in part, and at any time thereafter as requested by the Company, you hereby
authorize withholding from payroll and any 

  
 7. 








 
other amounts payable to you, and otherwise agree to make adequate provision for (including by means of a “same day sale” pursuant to a program developed under Regulation T as
promulgated by the Federal Reserve Board to the extent permitted by the Company), any sums required to satisfy the federal, state, local and foreign tax withholding obligations of the Company or an Affiliate, if any, which arise in connection with
the exercise of your option. 
 (b) If this option is a Nonstatutory Stock Option, then upon your request and subject to approval by
the Company, and compliance with any applicable legal conditions or restrictions, the Company may withhold from fully vested shares of Common Stock otherwise issuable to you upon the exercise of your option a number of whole shares of Common Stock
having a Fair Market Value, determined by the Company as of the date of exercise, not in excess of the minimum amount of tax required to be withheld by law (or such lower amount as may be necessary to avoid classification of your option as a
liability for financial accounting purposes). If the date of determination of any tax withholding obligation is deferred to a date later than the date of exercise of your option, share withholding pursuant to the preceding sentence will not be
permitted unless you make a proper and timely election under Section 83(b) of the Code, covering the aggregate number of shares of Common Stock acquired upon such exercise with respect to which such determination is otherwise deferred, to
accelerate the determination of such tax withholding obligation to the date of exercise of your option. Notwithstanding the filing of such election, shares of Common Stock will be withheld solely from fully vested shares of Common Stock determined
as of the date of exercise of your option that are otherwise issuable to you upon such exercise. Any adverse consequences to you arising in connection with such share withholding procedure will be your sole responsibility. 

(c) You may not exercise your option unless the tax withholding obligations of the Company and/or any Affiliate are satisfied.
Accordingly, you may not be able to exercise your option when desired even though your option is vested, and the Company will have no obligation to issue a certificate for such shares of Common Stock or release such shares of Common Stock from any
escrow provided for herein, if applicable, unless such obligations are satisfied. 
 15. TAX
CONSEQUENCES. You hereby agree that the Company does not have a duty to design or administer the Plan or its other compensation programs in a manner that minimizes your tax liabilities. You will not make any claim against the
Company, or any of its Officers, Directors, Employees or Affiliates related to tax liabilities arising from your option or your other compensation. In particular, you acknowledge that this option is exempt from Section 409A of the Code only if the
exercise price per share specified in the Grant Notice is at least equal to the “fair market value” per share of the Common Stock on the Date of Grant and there is no other impermissible deferral of compensation associated with the option.
Because the Common Stock is not traded on an established securities market, the Fair Market Value is determined by the Board, perhaps in consultation with an independent valuation firm retained by the Company. You acknowledge that there is no
guarantee that the Internal Revenue Service will agree with the valuation as determined by the Board, and you will not make any claim against the Company, or any of its Officers, Directors, Employees or Affiliates in the event that the Internal
Revenue Service asserts that the valuation determined by the Board is less than the “fair market value” as subsequently determined by the Internal Revenue Service. 

  
 8. 








 16. NOTICES. Any notices provided for in your option or the Plan will be
given in writing (including electronically) and will be deemed effectively given upon receipt or, in the case of notices delivered by mail by the Company to you, five (5) days after deposit in the United States mail, postage prepaid, addressed
to you at the last address you provided to the Company. The Company may, in its sole discretion, decide to deliver any documents related to participation in the Plan and this option by electronic means or to request your consent to participate in
the Plan by electronic means. By accepting this option, you consent to receive such documents by electronic delivery and to participate in the Plan through an on-line or electronic system established and maintained by the Company or another third
party designated by the Company. 
 17. GOVERNING PLAN DOCUMENT. Your option is subject
to all the provisions of the Plan, the provisions of which are hereby made a part of your option, and is further subject to all interpretations, amendments, rules and regulations, which may from time to time be promulgated and adopted pursuant to
the Plan. If there is any conflict between the provisions of your option and those of the Plan, the provisions of the Plan will control. 

18. EFFECT ON OTHER EMPLOYEE BENEFIT
PLANS. The value of this option will not be included as compensation, earnings, salaries, or other similar terms used when calculating your benefits under any employee benefit plan sponsored by the Company or
any Affiliate, except as such plan otherwise expressly provides. The Company expressly reserves its rights to amend, modify, or terminate any of the Company’s or any Affiliate’s employee benefit plans. 

19. VOTING RIGHTS. You will not have voting or any other rights as a stockholder of
the Company with respect to the shares to be issued pursuant to this option until such shares are issued to you. Upon such issuance, you will obtain full voting and other rights as a stockholder of the Company. Nothing contained in this option, and
no action taken pursuant to its provisions, will create or be construed to create a trust of any kind or a fiduciary relationship between you and the Company or any other person. 

20. SEVERABILITY. If all or any part of this Option Agreement or the Plan is declared by any court
or governmental authority to be unlawful or invalid, such unlawfulness or invalidity will not invalidate any portion of this Option Agreement or the Plan not declared to be unlawful or invalid. Any Section of this Option Agreement (or part of such a
Section) so declared to be unlawful or invalid will, if possible, be construed in a manner which will give effect to the terms of such Section or part of a Section to the fullest extent possible while remaining lawful and valid. 

21. MISCELLANEOUS. 

(a) The rights and obligations of the Company under your option will be transferable to any one or more persons or entities, and all
covenants and agreements hereunder will inure to the benefit of, and be enforceable by the Company’s successors and assigns. 

(b) You agree upon request to execute any further documents or instruments necessary or desirable in the sole determination of the
Company to carry out the purposes or intent of your option. 

  
 9. 








 (c) You acknowledge and agree that you have reviewed your option in its entirety, have had
an opportunity to obtain the advice of counsel prior to executing and accepting your option, and fully understand all provisions of your option. 

(d) This Option Agreement will be subject to all applicable laws, rules, and regulations, and to such approvals by any governmental
agencies or national securities exchanges as may be required. 
 (e) All obligations of the Company under the Plan and this Option
Agreement will be binding on any successor to the Company, whether the existence of such successor is the result of a direct or indirect purchase, merger, consolidation, or otherwise, of all or substantially all of the business and/or assets of the
Company. 

  
 10. 








 ATTACHMENT II 

2013 EQUITY INCENTIVE PLAN 







 ATTACHMENT III 

NOTICE OF EXERCISE 







 NOTICE OF EXERCISE 

 

			
	PROTEINSIMPLE	  	
	3040 OAKMEAD VILLAGE DRIVE	  	
	SANTA CLARA, CALIFORNIA, 95051	  	Date of Exercise:                     

 This constitutes notice to ProteinSimple (the “Company”) under my stock option that I
elect to purchase the below number of shares of Common Stock of the Company (the “Shares”) for the price set forth below. 
  

							
	Type of option (check one):	  	Incentive   ̈	  	Nonstatutory   ̈	  	
				
	Stock option dated:	  	                      	  	                      	  	
				
	Number of Shares as to which option is exercised:	  	                      	  	                      	  	
				
	Certificates to be issued in name of:	  	                      	  	                      	  	
				
	Total exercise price:	  	$                    	  	$                    	  	
				
	Cash payment delivered herewith:	  	$                    	  	$                    	  	
				
	Value of             Shares delivered herewith2:	  	$                    	  	$                    	  	
				
	Value of             Shares pursuant to net exercise3:	  	$                    	  	$                    	  	
				
	Regulation T Program (cashless exercise4):	  	$                    	  	$                    	  	
				
	Promissory note delivered herewith5:	  	$                    	  	$                    	  	

  

	2 	Shares must meet the public trading requirements set forth in the option. Shares must be valued in accordance with the terms of the option being exercised, and must be owned free and clear of any liens, claims,
encumbrances or security interests. Certificates must be endorsed or accompanied by an executed assignment separate from certificate.  


	3 	The option must be a Nonstatutory Stock Option, and ProteinSimple must have established net exercise procedures at the time of exercise, in order to utilize this payment method. 


	4 	Shares must meet the public trading requirements set forth in the option. 


	5 	Subject to the Company’s consent at the time of exercise. 


  
 1. 








 By this exercise, I agree (i) to provide such additional documents as you may require
pursuant to the terms of the 2013 Equity Incentive Plan, (ii) to provide for the payment by me to you (in the manner designated by you) of your withholding obligation, if any, relating to the exercise of this option, and (iii) if this
exercise relates to an incentive stock option, to notify you in writing within fifteen (15) days after the date of any disposition of any of the Shares issued upon exercise of this option that occurs within two (2) years after the date of
grant of this option or within one (1) year after such Shares are issued upon exercise of this option. 
 I hereby make the following
certifications and representations with respect to the number of Shares listed above, which are being acquired by me for my own account upon exercise of the option as set forth above: 

I acknowledge that the Shares have not been registered under the Securities Act of 1933, as amended (the “Securities
Act”), and are deemed to constitute “restricted securities” under Rule 701 and Rule 144 promulgated under the Securities Act. I warrant and represent to the Company that I have no present intention of distributing or selling
said Shares, except as permitted under the Securities Act and any applicable state securities laws. 
 I further acknowledge that I will not
be able to resell the Shares for at least ninety (90) days after the stock of the Company becomes publicly traded (i.e., subject to the reporting requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934) under Rule
701 and that more restrictive conditions apply to affiliates of the Company under Rule 144. 
 I further acknowledge that all certificates
representing any of the Shares subject to the provisions of the Option shall have endorsed thereon appropriate legends reflecting the foregoing limitations, as well as any legends reflecting restrictions pursuant to the Company’s Articles of
Incorporation, Bylaws and/or applicable securities laws. 
 I further agree that, if required by the Company (or a representative of the
underwriters) in connection with the first underwritten registration of the offering of any securities of the Company under the Securities Act, I will not sell, dispose of, transfer, make any short sale of, grant any option for the purchase of, or
enter into any hedging or similar transaction with the same economic effect as a sale with respect to any shares of Common Stock or other securities of the Company for a period of one hundred eighty (180) days following the effective date of a
registration statement of the Company filed under the Securities Act (or such longer period as the underwriters or the Company shall request to facilitate compliance with FINRA Rule 2711 or NYSE Member Rule 472 or any successor or similar rule or
regulation) (the “Lock-Up Period”). I further agree to execute and deliver such other agreements as may be reasonably requested by the Company or the underwriters that are consistent with the foregoing or that are necessary
to give further effect thereto. In order to enforce the foregoing covenant, the Company may impose stop-transfer instructions with respect to securities subject to the foregoing restrictions until the end of
such period. 
  

	
	Very truly yours,
	
	   




  
 2.