Code of Ethics and Business Conduct

Doc. No.: KI 101 EN 03

Version/Type: 02/Compliance
Supersedes: KI 101 EN 02

Issue Date: 4 Dec 2020

A. PURPOSE

It is Kymera International’s (hereinafter “Kymera” or “the Company”) policy to conduct business with the highest standards of integrity and in accordance with all applicable laws. Employees are expected to deal fairly and honestly with each other as well as our vendors, customers, and other third parties.

Any act of unethical business conduct, dishonesty, theft, violation or disregard of company policies and procedures established to protect company assets or its employees may result in disciplinary action up to and including discharge and may also result in legal prosecution. Compliance is mandatory and each employee as a condition of employment has the responsibility to ensure that all employees comply with this policy and to report instances of noncompliance. The specific entity for which an employee works within Kymera may have more detailed policies that will comply with applicable local or country requirements and laws. To the extent there is any conflict between this Code of Ethics and Business Conduct and any site-specific policy, the site-specific policy will control.

B. ETHICAL BUSINESS CONDUCT

Kymera and its employees shall conduct company business affairs honestly, impartially, and in an ethical manner that avoids even the appearance of conflict between personal interest and those of the Company. Any conduct that may raise questions as to the company’s integrity or character; damages its reputation or creates the appearance of illegal, unethical, or improper conduct is prohibited.

As a global company, Kymera is dedicated to abiding by the applicable laws that govern international trade. If an employee’s work consists of carrying out any form of international work they are responsible for communicating with their manager to ensure absolute certainty that any international business transactions comply with the applicable laws for that situation. If neither employee nor manager is certain that the applicable laws are being followed then the employee will be responsible for seeking guidance from the Company’s Chief Compliance.

C. CONFLICT OF INTEREST

All Kymera employees in all facets of their duties with the Company must act solely in the best interest of the Company to the exclusion of personal preference and private gain. Employees must inform the Company of conflicts of interest that exist or that are likely to arise in the future. Generally, a conflict of interest means engaging in any conduct or activity, investment, outside employment, romantic or other personal relationships, or obligations (including relationships with family members, relatives, friends, and social /business acquaintances) which could cause an employee to use his or her position and influence within the Company for personal gain or for the benefit of others instead of the best interest of the Company. While it is simply not possible to identify all situations which could involve a conflict of interest, the following are examples of such situations:

• The direct and indirect acquisition or ownership of any stocks, bonds, notes or other financial instruments of obligation in a company that is a competitor, vendor, or customer of Kymera.
• Being employed by or rendering service to another organization where such employment or service is detrimental to Kymera’s interest.
• Seeking or accepting directly or indirectly any gift from those doing business with or seeking to do business with the Company.
• Engaging in or authorizing or causing another to authorize a Kymera business transaction with a relative or any business organization with which the employee’s relative is associated.
• Engaging in relationships (including any romantic or other personal relationships) within a supervisory chain that might impair an employee’s independence or judgment or create or result in disruptions in the workplace or other performance related problems, or create the appearance of such.
• Misusing or improperly sharing with others information which constitutes trade secrets or is property.

Reasonable business judgment should be sufficient to evaluate most situations. In the event you are unsure whether a particular situation creates a conflict of interest, you should obtain a determination from Kymera’s Human Resources department before engaging in the activity.

D. COMPLIANCE WITH LAWS AND REGULATIONS

Kymera is subject to various local laws and regulations and foreign laws, customs, and social standards. The company requires its employees to comply with both the letter and spirit of all applicable laws, regulations, and customs and social standards wherever company business is conducted either on or off Company property. Any suspected violations of any applicable local or foreign laws, regulations, customs, or social standards must be immediately reported to Kymera’s Human Resources and Compliance departments in addition to the employee’s immediate supervisor. If there is any uncertainty, then the employee will be responsible for seeking guidance from the Company’s Chief Compliance Officer The following list outlines several legal areas which affect company employees and operations.

1. ANTITRUST
   Antitrust laws regulate Kymera’s relationship with its vendors, customers, and competitors. Generally, these laws prohibit agreements, arrangements, and activities which may have the effect of reducing competition and pose significant risk to the company, its employees and shareholders for noncompliance. Penalties for violations are severe. Employees may not enter into agreements, arrangements or otherwise engage in any activity with vendors, customers, and/or competitors, which may lessen or retrain competition in violation of applicable law. In addition, employees should be extremely sensitive about any contact with a competitor or its employees absent a valid, lawful purpose. Please refer to our Corporate Antitrust Policy and Compliance Guideline for more specific information.
2. EQUAL EMPLOYMENT OPPORTUNITY/ WORKPLACE ENVIRONMENT
   It is Kymera’s policy to adhere to the principal of equal employment opportunity and to afford equal employment opportunity to qualified individuals regardless of their race, religion, color, national origin, age, sex (including pregnancy, gender identity, transgender status, and sexual orientation), disability, genetic information, marital status, veteran status, or any other protected class characteristics in accordance with applicable laws. This policy applies to all phases of the employment relationship including hiring, promotions, selection for training programs, compensation, administration and benefit programs. In addition, the company is committed to providing its employees a workplace that is free from discrimination and harassment, and from retaliation for reporting illegal discrimination or harassment, and from personal behavior not conducive to a productive work environment.
3. ENVIRONMENT
   At Kymera we are committed to caring for and safeguarding our environment. The Company complies with all applicable environmental laws and regulations The Company strives to be an industry leader in the environmental impact of the operation of our business.
4. SAFETY AND HEALTH
   Kymera sets high standards for protecting the health and safety of our employees. It is the company’s policy to comply with all applicable laws and regulations, to implement programs to help insure compliance, and conduct business operations in such a manner as to protect health and safety.
   i. The consumption of alcohol and/ or drugs while working is strictly prohibited. Employees may not use or possess alcohol while working and may not use or possess illegal drugs or controlled substances. An employee may never report to work under the influence of alcohol, illegal drugs, or controlled substances.
   ii. Kymera is dedicated to providing a violence-free and safe work environment an has a zero tolerance rule regarding to any level of violence or threats of violence. Under no circumstances may an employee bring a weapon onto the company premises.
5. SLAVERY, HUMAN TRAFFICKING, AND CHILD LABOR
   Kymera does not condone or tolerate human trafficking, slavery, forced labor, or unlawful child labor. We expect employees, contractors, subcontractors, vendors, suppliers, partners, and others with whom the Company conducts business to uphold the same standards in regards to this subject. Please refer to the Corporate Anti-Slavery and Human Trafficking Policy for more specific information.
6. ECONOMIC SANCTIONS, IMPORT AND EXPORT LAWS, AND ANTI-BOYCOTT LAWS
   Certain countries and organizations impose trade sanctions prohibiting companies from conducting business with certain countries, individuals or entities. Export control and customs laws regulate where and how Kymera may sell products and exchange information. These laws control and may prohibit the export of and information about sensitive equipment, goods, software and technology, including imposing requirements for licenses before products and information may be exported or exchanged. Customs laws require accurate documentation and proper reporting and valuation of products. Boycott laws prohibit companies from conducting business with individuals and companies in designated countries. As a global corporate citizen, the Company complies and expects its employees to comply with all applicable trade restrictions, import/export and customs laws, and antiboycott laws. If you have any questions about trade restrictions, import/export laws, or antiboycott laws, please contact your manager or the Company’s Chief Compliance Officer.

E. INTELLECTUAL PROPERTY / CONFIDENTIAL AND PROPRIETARY INFORMATION

All Kymera information is the exclusive property of Kymera and its subsidiaries. Intellectual property and confidential and proprietary information includes without limitation, concepts, inventions or ideas developed by Kymera employees related to Kymera’s business, whetheror not patented including manufacturing know-how, financial information, marketing reports and strategy, policy manuals, computer data and software, drawings, customer, vendor and employee files, price and profit data, forecast and business plans, pending acquisitions or development plans. No employee shall make any unauthorized use or disclosure of any of Kymera’s intellectual property or other confidential and proprietary information, or the confidential information provided to Kymera by our business partners.

Kymera prides itself on providing a high standard of care for our employees, contractors, subcontractors, vendors, suppliers, partners, and others with whom the Company conducts business. We ensure that their personal data that the Company collects is securely protected in compliance with GDPR and other applicable data protection laws to safeguard all. Please refer to our Privacy Statement for more specific information.

F. USE OF COMPANY ASSETS

Each employee is responsible for ensuring that Kymera assets, such as cash, trademarks, trade names, property image, merchandise, materials, equipment, supplies, information and the services of Kymera personnel are used solely for legal and proper purposes. The use of Kymera assets for improper, illegal or non Kymera purposes is strictly prohibited.

G. PRODUCT QUALITY AND SAFETY

All operating units of Kymera have the responsibility to design, manufacture and deliver quality products. All required inspections and testing operations must be properly completed. Likewise, all company products must be designed produced and delivered with the safety and health of our customers and product users as a primary consideration.

H. RELATIONS WITH SUPPLIERS AND CUSTOMERS

Suppliers and customers as well as potential suppliers and potential customers, are to be treated honestly and fairly. Employees must avoid even the appearance of impropriety when dealing with business partners. Purchases and sales shall be made on an impartial basis and are to be based on legitimate business reasons. Supplier and customer relationships shall be above board and kept at arm’s length. Employees may accept or offer normal business courtesies, such as meals, that facilitate the discussion of business, advance good business relations or serve some other demonstrable business purpose. Such courtesies must be within the bounds of good taste, moderation and common sense. Soliciting or demanding, either directly or indirectly implied, anything of value in connection with any business transaction or relationship involving Kymera is prohibited. In addition, accepting or offering anything of value with the intent to be influenced or rewarded, or with the intent to influence another, in connection with any business transaction or relationship involving Kymera is strictly prohibited. Gifts, gratuities, awards, merchandise and /or other incentives of nominal value may be accepted or offered to suppliers and customers, as well as potential suppliers and potential customers, with whom an employee maintains an actual or potential business relationship.

The acceptance or offer of cash or cash equivalents, stocks, bonds, or other securities, promissory notes, or other similar form of monetary or financial gift, gratuity, or award is strictly prohibited. Any such attempted monetary or financial gift, must be immediately reported to the employee’s immediate supervisor as well as Human Resources. An employee may engage in reasonable entertainment with current or potential suppliers and customers. Such entertainment should be in accordance with legitimate business objectives and within the bounds of good taste, moderation and common sense.

All supplier paid and /or customer paid trips which have entertainment as the primary purpose for the trip (such as hunting, fishing, golfing, skiing, etc.) must be approved prior to the trip by the employee’s immediate supervisor. In order to approve such a trip the employee’s immediate supervisor must determine that a valid and reasonable business purpose exists, the fair market value of such trip is not excessive and the purpose or expected result of the trip is not to influence the employee in future decisions and that the trip is within the bounds of good taste, moderation and common sense.

I. RELATIONS WITH GOVERNMENT EMPLOYEES

The rules and regulations governing the conduct of government employees generally prohibit contractors from providing gifts, gratuities or anything of value to government employees. Accordingly, it is Kymera’s policy that no entertainment, meals, gifts, gratuities, discounts or other business courtesies may be offered or provided to any government employees except for non-alcoholic beverages (such as coffee or water) if normally provided as part of the interaction. All relations with government or political officials should be conducted in a respectful and courteous manner that will not adversely reflect on Kymera or the government official, and with the expectation that all such actions may become a matter of public knowledge.

J. ILLEGAL OR IMPROPER PAYMENTS

Kymera prohibits employees from offering, promising, making, authorizing or accepting a payment or anything of value to or from anyone to obtain an improper business advantage. Bribes, kickbacks or any form of such payment to any individual or person for the purpose of obtaining business or business concessions are strictly prohibited. Most countries consider providing gifts or services to induce an official to violate public trust as a criminal act of bribery. Any person receiving a demand or any offer of bribe, kickback or any other form of payment or improper consideration must report the demand immediately to the employee’s immediate supervisor as well as Kymera’s Chief Compliance Officer.

Money laundering is the process by which individuals or entities disguise the proceeds of criminal activity by making it appear legitimate. Kymera prohibits money laundering or any activity that aids money laundering or the funding of terrorist or other criminal activities. Before establishing any business relationship, Kymera and its officers or employees will check applicable information (including financial information) on potential business partners to verify that they are reputable and involved in a legitimate business. Employees must strictly follow Company payment procedures and report any irregular payments or requests to their manager and Kymera’s Chief Compliance Officer. The Company shall always comply with all applicable laws and regulations related to illegal or improper payments and anti-money laundering.

K. POLITICAL CONTRIBUTIONS

Kymera will comply with all applicable laws and regulations regarding corporate participation in political affairs including contributions to individual candidates or political organization. No employee shall make any political contribution or pledge of such contribution or other expenditure to any political organization or candidate for political office on behalf of Kymera. Employees may make personal political contributions to any organization, candidate for political office so long as the employee does not represent that such contribution is from Kymera or suggest in any way that the employee’s personal views are the views of the Company. Any personal political contribution shall be the sole personal responsibility of the employee and Kymera shall not assume or accept any responsibility for such contributions.

No employee shall make any personal political contribution with the purpose of assisting Kymera to obtain or retain business or with the purpose of influencing any decision of any government official or agency for Kymera’s benefit. Kymera’s assets, services and property, including Kymera’s letterhead and stationary, shall not be used to facilitate personal political contributions.

L. REPORTING / DISCLOSURES

It is each employee’s personal responsibility to immediately bring any activities that appear to be inconsistent with or in violation of this policy to the attention of his/her supervisor, Human Resources Manager, Plant Manager or the Company’s Chief Compliance Officer. Kymera will make every effort to keep the reporting employee’s identity confidential and no adverse action or retribution of any kind will be taken against an employee based upon his/her proper reporting of any suspected violation of this policy or unethical activities. Any person who retaliates against someone who has made a report or raised a concern in good faith is subject to discipline up to and including termination of employment. An employee who believes he/she has been subject to retaliation should contact the Company’s Chief Compliance Officer immediately.

M. VIOLATIONS OF POLICIES AND DISCIPLINARY ACTION

Violations of this Code of Ethics and Business Conduct will subject an employee to appropriate disciplinary action up to and including discharge. In addition, any such violation may also violate local or foreign laws and could subject the employee to personal civil or criminal prosecution with potential monetary penalties and/or imprisonment.