CHANGE IN CONTROL
This CHANGE IN CONTROL SEVERANCE AGREEMENT, made as of the date of the last signature
shown below (the “ Effective Date ”), by and between ILLUMINA, INC., a Delaware corporation (the “
Company ”) and Joel McComb (the “ Executive ”).
WHEREAS, the Executive is a key member of the management of the Company, and the Board of
Directors of the Company (the “Board”) considers it to be in the best interests of the Company and its
stockholders to foster the retention of its key management personnel;
WHEREAS, it is expected that from time to time the Board may consider the possibility of a Change in
Control of the Company, and the Board recognizes that a Change in Control and the uncertainties that it may
raise among management could result in the departure or distraction of management personnel to the detriment of
the Company; and
WHEREAS, this Agreement is intended to create an incentive for the Executive to remain in the employ of
the Company and to maximize the value of the Company for the benefit of the stockholders in connection with a
Change in Control.
NOW, THEREFORE, in consideration of the covenants herein contained and the continued employment
of the Executive, the parties hereto agree as follows:
1. Agreement Term
This Agreement shall be effective during the period beginning with the Effective Date and ending on
August 21, 2009 (the “Initial End Date”), provided that such period shall be automatically extended for an
additional year on each anniversary of the Initial End Date, unless written notice of non-extension is provided by
either party to the other party at least 90 days prior to such anniversary (the “ Agreement Term ”).
In the event of a Change in Control occurring during the Agreement Term, the provisions of this
Agreement relating to severance rights and benefits of the Executive shall apply with respect to any Covered