On October 3, 2008, the Compensation Committee of the Board of Directors (the "Compensation Committee") of Dynavax Technologies Corporation ("Dynavax" or the "Company") amended the current Management Continuity Agreements (the "Agreements") with its executive officers in order to address the recently finalized 409a tax regulations and to extend the exercise period for vested equity in the event of a change of control. On October 3, 2008, the Compensation Committee also granted restricted stock units to its executive officers in order to facilitate executive retention.

Management Continuity Agreements

The purpose of the amended Agreements is to provide retention incentives for key Dynavax executives. The Agreements provide severance payments and benefits to executives upon termination of employment under certain circumstances, particularly in connection with a change of control of the Company. In the event of an involuntary termination, the executive w ill receive (i) a lump-sum cash payment equal to six months of the executive's then effective annual base salary, (ii) continuing health care coverage for six months upon the executive's election of COBRA Continuation Coverage, and (iii) six months accelerated vesting of unvested options to purchase Dynavax Common Stock. In the event Dr. Dino Dina, Dynavax's President and Chief Executive Officer, is involuntarily terminated, he will receive (x) a lump-sum cash payment equal to twelve months of his then effective annual base salary, (y) continuing health care coverage for twelve months upon his election of COBRA Continuation Coverage, and (z) twelve months accelerated vesting of unvested options to purchase Dynavax Common Stock.

In the event of a change in control of Dynavax, all executives, including Dr. Dina, will receive an additional two years vesting of unvested options to purchase Dynavax Common Stock. If an executive's employment is terminated within two years of a change in control, the executive also will receive (i) a lump-sum cash payment equal to twelve months of the executive's then effective annual base salary, (ii) a lump-sum cash payment equal to the executive's target incentive bonus, (iii) continuing health care coverage for twelve months upon the executive's election of COBRA Continuation Coverage, and (iv) a three-year exercise period of all vested options to purchase Dynavax's Common Stock following termination of employment, but not to exceed the expiration date of any option.

Executive Retention

In order to retain its key executives, the following restricted stock units ("RSUs") with respect to Dynavax Common Stock were granted by the Compensation Committee under the Dynavax Technologies Corporation 2004 Stock Incentive Plan:

Executive                                         &nb sp;   Title                                                                                              RSU Shares

Dino Dina, M.D.                               President and Chief Executive Officer                               &nbs p;          90,000