EX-10.7





 Exhibit 10.7 

ARTIVA BIOTHERAPEUTICS, INC. 

NON-EMPLOYEE DIRECTOR COMPENSATION
POLICY 
 Each member of the Board of Directors (the “Board”) who is not also serving as an employee of or
consultant to Artiva Biotherapeutics, Inc. (the “Company”) or any of its subsidiaries (each such member, an “Eligible Director”) will receive the compensation described in this Non-Employee Director Compensation Policy for his or her Board service upon and following the date of the underwriting agreement between the Company and the underwriters managing the initial public offering of the
Company’s common stock (the “Common Stock”), pursuant to which the Common Stock is priced in such initial public offering (the “Effective Date”). An Eligible Director may decline all or any
portion of his or her compensation by giving notice to the Company prior to the date cash may be paid or equity awards are to be granted, as the case may be. This policy is effective as of the Effective Date and may be amended at any time in the
sole discretion of the Board or the Compensation Committee of the Board. 
 Annual Cash Compensation 

The annual cash compensation amount set forth below is payable to Eligible Directors in equal quarterly installments, payable in arrears on the last day of
each fiscal quarter in which the service occurred. If an Eligible Director joins the Board or a committee of the Board at a time other than effective as of the first day of a fiscal quarter, each annual retainer set forth below will be pro-rated based on days served in the applicable fiscal year, with the pro-rated amount paid for the first fiscal quarter in which the Eligible Director provides the service
and regular full quarterly payments thereafter. All annual cash fees are vested upon payment. 
  

	1.	 Annual Board Service Retainer: 



 

	 	a.	 All Eligible Directors: $35,000 



 

	 	b.	 Independent Chair of the Board Service Retainer (in addition to Eligible Director Service Retainer): $30,000



  

	2.	 Annual Committee Chair Service Retainer: 



 

	 	a.	 Chair of the Audit Committee: $15,000 



 

	 	b.	 Chair of the Compensation Committee: $10,000 



 

	 	c.	 Chair of the Nominating and Corporate Governance Committee: $10,000 



 

	 	d.	 Chair of the Science and Technology Committee: $10,000 



 

	3.	 Annual Committee Member Service Retainer (not applicable to Committee Chairs): 



 

	 	a.	 Member of the Audit Committee: $7,500 



 

	 	b.	 Member of the Compensation Committee: $5,000 



 

	 	c.	 Member of the Nominating and Corporate Governance Committee: $5,000 



 

	 	d.	 Member of the Science and Technology Committee: $5,000 



  
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 Equity Compensation 

The equity compensation set forth below will be granted under the Company’s 2022 Equity Incentive Plan (the “Plan”), subject to
the approval of the Plan by the Company’s stockholders. All stock options granted under this policy will be nonstatutory stock options, with an exercise price per share equal to 100% of the Fair Market Value (as defined in the Plan) of the
underlying Common Stock on the date of grant, and a term of ten years from the date of grant (subject to earlier termination in connection with a termination of service as provided in the Plan, provided that upon a termination of service other than
for death, Disability or Cause (as each such term is defined in the Plan), the post-termination exercise period will be [        ] months from the date of termination). 

1.    Initial Grant: For each Eligible Director who is first elected or appointed to the Board following the Effective Date, on the
date of such Eligible Director’s initial election or appointment to the Board (or, if such date is not a market trading day, the first market trading day thereafter), the Eligible Director will be automatically, and without further action by
the Board or the Compensation Committee of the Board, granted a stock option to purchase [                ] shares of Common Stock (the “Initial
Grant”). The shares subject to each Initial Grant will vest [                ], subject to the Eligible Director’s Continuous Service (as defined in
the Plan) through each such vesting date and will vest in full upon a Change in Control (as defined in the Plan). 
 2.    Annual
Grant: On the date of each annual stockholder meeting of the Company held after the Effective Date, each Eligible Director who continues to serve as a non-employee member of the Board following such
stockholder meeting will be automatically, and without further action by the Board or the Compensation Committee of the Board, granted a stock option to purchase
[                ] shares of Common Stock (the “Annual Grant”). The shares subject to the Annual Grant will vest in full on the earlier of the
date that is 12 months following the grant date thereof or the date of the Company’s next annual stockholder meeting, subject to the Eligible Director’s Continuous Service (as defined in the Plan) through such vesting date and will vest in
full upon a Change in Control (as defined in the Plan). 

  
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