Genentech, Inc. Executive Severance Plan and Summary Plan Description

Exhibit 10.2

Genentech, Inc.

Who is Eligible:

You are considered eligible for Severance Benefits (as defined below) and will be deemed an “eligible executive” under the Executive Severance Plan (the “Plan”) if you meet all of the following eligibility criteria:

However, you will not be an eligible executive for the purposes of the Plan if you meet any of the criteria set forth in the section entitled “Who is not Eligible”.

Who is not Eligible:

Even if you otherwise meet the eligibility criteria identified above, you are ineligible for Severance Benefits and shall not be deemed an eligible executive under the Plan if you meet any of the following criteria:

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Definitions:

For purposes of the Plan only, the following terms shall have the meanings described below:

“ Base Salary ” means the greater of your annual base salary, as determined under Company policy, as in effect on (a) the date of the closing of the Corporate Transaction or (b) the date of your Covered Termination.

“ Cause ” means:

“ Corporate Transaction ” means a merger of the Company with Roche Holding Ltd. or an affiliate of Roche Holding Ltd. other than the Company (collectively “Roche”).

“ Covered Termination ” means, during the eighteen (18)-month period commencing on the date of the closing of the Corporate Transaction, either:

Notwithstanding the foregoing, your termination of employment must constitute a “separation from service” within the meaning of Section 409A (as defined below) in order to constitute a Covered Termination with respect to any Severance Benefit deemed

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deferred compensation subject to Section 409A. Generally, you will be considered to have experienced a separation from service if, following your termination of employment, you do not continue to provide services to the Company or any of its affiliates at more than twenty percent (20%) of the average level of service you provided to the Company over the preceding three (3) years (or, if shorter, the amount of time you have been employed by the Company).

“ Good Reason ” means the occurrence of one or more of the following without your written consent:

“ Section 409A ” means Section 409A of the Internal Revenue Code of 1986, as amended, and the final regulations and any guidance promulgated thereunder.

“ Severance Benefits ” means the Severance Benefit Pay, vesting acceleration, Company-paid Health Continuation Coverage, and transitional outplacement benefits as described below.

Form of Severance Benefit Pay:

If you are an eligible executive under the Plan, the Company will pay you, at the time specified below in the section entitled “Timing of Severance Benefit Pay,” a lump sum cash severance payment (“Severance Benefit Pay”) determined as follows:

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For purposes of this section, your Rate of Pay for one (1) week, which is used to determine Severance Benefit Pay for the EVPRDD, Senior Vice Presidents, the Controller, the Treasurer and Vice Presidents, is equal to the sum of the following:

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If you have not yet received a corporate regular bonus because you were hired after September 30, 2007 and thus were ineligible to receive the 2007 regular corporate bonus, your Rate of Pay will be calculated as if you had received a bonus for 2007 equal to the average corporate regular bonus in 2007 for your job level classification (subject to proration for a partial year of service). If you received a prorated bonus in the prior three years (or were deemed to receive a prorated bonus under the preceding sentence) because you were hired mid-year, your Rate of Pay will be calculated using your actual paid base salary for the year in which you received the prorated bonus so that your Rate of Pay is not unfairly reduced because you received a prorated bonus.

Lump Sum Payment Reductions:

Vesting Acceleration:

If you are an eligible executive under the Plan, you will be entitled to accelerated vesting as to one hundred percent (100%) of the then unvested portion of all of your outstanding options to purchase Company common stock granted or assumed under the Company’s equity plans or assumed plans (“Company Options”) as of the date of your Covered Termination, including, without limitation, outstanding Company Options, outstanding awards to acquire Roche equity securities following an assumption or substitution of the Company Options by Roche, or any other rights substituted by Roche for Company Options, in connection with the Corporate Transaction.

Company-paid Health Continuation Coverage:

If you are an eligible executive under the Plan, you may be eligible for continued health insurance coverage under COBRA after your Covered Termination. For COBRA purposes, the date of the “qualifying event” for you and any eligible spouse or dependents that were covered under the Company’s health care plans immediately prior to the date of your Covered Termination will be the last day of the month in which your Covered Termination occurs (your “Loss of Coverage Date”).

You ordinarily must pay the full cost of COBRA coverage. However, if you make a valid election under COBRA to continue your health coverage, the Company will (for a limited time) pay the cost of such coverage for you and any eligible spouse or dependents that were covered under the Company’s health care plans immediately prior to the date of your Covered Termination as follows (“Company-paid Health Continuation Coverage”):

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The maximum coverage period to which you are entitled under COBRA will run concurrently with your period of Company-paid Health Continuation Coverage. If the period of your Company-paid Health Continuation Coverage is less than the maximum coverage period to which you are entitled under COBRA, you may continue your health coverage after the period of your Company-paid Health Continuation Coverage for the remainder of the COBRA period at your own cost. For example, if the maximum coverage period to which you are entitled under COBRA is eighteen (18) months and you are entitled to fifty-two (52) weeks of Company-paid Health Continuation Coverage, you may continue your health coverage after the fifty-two (52) weeks of Company-paid Health Continuation Coverage for the remaining approximately six (6) months of your COBRA period at your own cost.

For the sake of clarity, any period of Company-paid Health Continuation Coverage to which you are entitled that is in excess of your maximum COBRA coverage period will be considered COBRA coverage for purposes of the Plan, and you will be entitled to Company-paid Health Continuation Coverage for the entire period set forth above, subject to the following sentence. Company-paid Health Continuation Coverage will stop for you if you become eligible to obtain comparable health care benefits from another employer.

Transitional Outplacement Benefits:

If you are an eligible executive under the Plan, you will be provided transitional outplacement benefits for as long as you are actively seeking employment during the period of time beginning on the date of your Covered Termination and ending one hundred and eighty (180) calendar days thereafter, through a firm designated by the Company; provided that the total cost of your transitional outplacement benefits may not exceed the following dollar amounts:

2008 Bonuses:

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If the closing of a Corporate Transaction occurs while you remain an employee of the Company, you will be paid your earned and accrued bonus, if any, under the 2008 Bonus Plan at the time the 2008 bonus otherwise would have been paid, regardless of whether you remain employed with the Company through such date unless, following the closing of a Corporate Transaction, your employment is voluntarily or involuntarily terminated under circumstances that would not otherwise constitute a Covered Termination. If the closing of a Corporate Transaction occurs prior to the end of the Company’s 2008 fiscal year, the applicable corporate performance goals that would have been measured as of the end of such year will be deemed achieved (the “Annual Corporate Performance Goals”). The amount of the 2008 Bonus Plan pool will be determined based on (i) the deemed achievement of the Annual Corporate Performance Goals and (ii) the actual year-to-date achievement of any applicable performance goals other than the Annual Corporate Performance Goals. If the 2008 Bonus Plan pool equals or exceeds the predetermined 2008 Bonus Plan maximum payout, your 2008 bonus will equal the percentage of base salary used for the 2007 Bonus Plan recommended payout for your 2008 job level classification. If the 2008 Bonus Plan pool is less than the predetermined 2008 Bonus Plan maximum payout, your 2008 bonus will equal the percentage of base salary used for the 2007 Bonus Plan recommended payout for your 2008 job level classification reduced proportionately as appropriate. Once the percentage of base salary is determined in accordance with the foregoing, such percentage will be applied to the greater of your annual base salary as in effect on December 31, 2008 or the date of the Corporate Transaction. For example: In 2008, an employee’s job level classification is D1. In 2007, the percentage of base salary used for the 2007 Bonus Plan recommended payout for a D1 was 36%. If the employee’s salary is $150,000 on the date of the Corporate Transaction (and his/her salary is not increased for the remainder of 2008), the employee will receive a 2008 bonus payout of $54,000 if the 2008 Bonus Plan pool equals or exceeds the predetermined 2008 Bonus Plan maximum payout.

Exclusive Benefit:

The severance provisions of the Plan, together with any benefits payable to you under the Genentech, Inc. Executive Retention Plan (the “Retention Plan”) upon a Covered Termination, are intended to be and are exclusive and in lieu of any other rights or remedies to which you may otherwise be entitled, either at law, tort, or contract, in equity, or under the Plan, in the event of any termination of your employment. You will be entitled to no benefits, compensation or other payments or rights upon a termination of employment that constitutes a Covered Termination other than those benefits expressly set forth herein and in the Retention Plan and those benefits required to be provided by law, subject to the following sentence. Notwithstanding the foregoing, if you are entitled to any benefits other than the benefits under the Plan by operation of applicable law, your benefits under the Plan shall be reduced by the value of the benefits you receive by operation of applicable law, as determined by the Company in its discretion.

Agreement and Release:

To qualify for the Severance Benefits described above, you must execute and not revoke during any applicable revocation period the Release, in the form attached to the Plan as Exhibit A with any additional revisions as required by law. The Release is an agreement, signed by you and the Company, in which you agree to give up any and all claims, actions or lawsuits against the Company that relate to your employment with the Company. You will be given a copy of this Release no later than the date of your Covered Termination. The Release will include specific information regarding the amount of time you will have to consider the terms of the Release and return the signed agreement to the Company. In no event will the period to return the Release be longer than sixty (60) days following your Covered Termination, inclusive of any revocation period set forth in the Release.

Timing of Severance Benefit Pay:

If your Covered Termination occurs on or before October 15 of a calendar year, you will receive your Severance Benefit Pay on or before December 31 of that calendar year, except as otherwise provided in the section below entitled “Delay in Payment Timing in Certain Limited Circumstances”. If your Covered Termination occurs after October 15, you will receive your Severance Benefit Pay on the later of (a) the second payroll date in the calendar year next following the calendar year of your Covered Termination or (b)

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the first payroll date following the date your Release becomes effective, except as otherwise provided in the section below entitled “Delay in Payment Timing in Certain Limited Circumstances”.

Delay in Payment Timing in Certain Limited Circumstances:

In certain circumstances, the Company may need to delay the payment of your Severance Benefits under the Plan. If the Company determines that you are a “specified employee” within the meaning of Section 409A at the time of your Covered Termination, then to the extent delayed commencement of any portion of the benefits to which you are entitled pursuant to the Plan, when considered together with any other payments or benefits that are considered deferred compensation under Section 409A (together, the “Deferred Compensation Separation Benefits”), is required to avoid a prohibited distribution under Section 409A(a)(2)(B)(i) of the Code, such benefits will be delayed until the first payroll date that occurs on or after the date that is six (6) months and one (1) day after the date of your Covered Termination. All subsequent Deferred Compensation Separation Benefits will be payable in accordance with the payment schedule applicable to each payment or benefit. You generally will be a specified employee only if (among other things) you own at least one percent (1%) of the Company’s stock or are considered an officer of the Company. The Company will inform you if it determines that you are a specified employee at the time of your Covered Termination. If you die following your Covered Termination but prior to the six (6) month anniversary of your Covered Termination, th