Epstein Secrets

te: • Approve Amended and Restated License and Software Development Agreement with D.E. Shaw Research, LLC (Attachment 2) • Approve Yvonne Tran as Company's Corporate Secretary (Attachment 2) 3. Updates and Presentations: • Update on Company application for approximately $5.4 million grant from Bill &

CONFIDENTIAL MEMORANDUM TO: Schrodinger, Inc. Board of Directors FROM: Yvonne Tran, Vice President and General Counsel DATE: May 15, 2014 RE: Meeting of Schrodinger, Inc. Board of Directors Monday, May 19, 2014, 2 PM EDT WebEx

RESOLVED, that the Board hereby determines, in reliance on the Valuation Firm's written report, that the current fair market value per share of the Company's Common Stock is $0.21; RESOLVED FURTHER, that each individual named in Table 1 attached hereto be, and such individual hereby is, granted an option

one) Ramy Farid Richard Friesner BOARD MEMBERS None ABSENT: OTHERS PRESENT: Rodi Guidero (by phone) Gregg Griner (by phone) Murco Ringnalda Yvonne Tran Cony (by phone) 1. Call to Order. A meeting of the Board of Directors of Schrodinger, Inc. (the "Board"), a Delaware corporation, (the "Company

RESOLVED, that the Board hereby determines, in reliance on the Valuation Firm's written report, that the current fair market value per share of the Company's Common Stock is $0.21; RESOLVED FURTHER, that each individual named in Exhibit A attached hereto be, and such individual hereby is, granted an opti

by accepts the resignation of Mr. Ringnalda as the Secretary of the Company as of the close of business on May 19, 2014; and RESOLVED FURTHER, that Yvonne Tran be, and she hereby is, elected as Secretary of the Company effective immediately, to serve at the discretion of the Board. 4. General Authority