Effective as of December 31, 2020 (the “Effective Date”), (i) GI Dynamics, Inc. (the “Company”) and Charles Carter, the Company’s Chief Financial Officer, mutually agreed to terminate Mr. Carter’s employment with the Company under the terms of his Offer Letter Agreement, dated as of September 19, 2019 (the “Offer Letter”), and (ii) the Company engaged Mr. Carter for his continued services as a consultant. Mr. Carter will continue to serve in the capacity of Chief Financial Officer until his successor is duly appointed and qualified in accordance with the Company’s bylaws or his earlier resignation, removal or death.