EX-10.1810-Q·CIK 2090312·0002090312-26-000014

EX-10.18

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FILING DETAILS

Filer
Mobility Global Inc.
Period of report
Jun 30, 2026
Filed
Aug 07, 2026
SEC file no.
001-43276
State of inc.
DE
SIC
7389
Location
RESTON, VA

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Mobility Global Inc.

Executive Severance Plan

1.Purpose

Mobility Global Inc. (the “Company”) has adopted this Mobility Global Inc. Executive

Severance Plan (the “Plan”), for the purpose of providing a uniform standard for determining

severance benefits for certain executives and other key employees of the Company and its

Subsidiaries who incur certain terminations of employment.  An employee who receives

severance payments or benefits under this Plan will not be entitled to participate in any other

severance plan sponsored or maintained by the Company or any Subsidiary. The provisions of

the Plan hereby replace and supersede any existing clause(s) providing for termination or

severance payments or benefits in any separate agreement between the Company or any

Subsidiary and a Participant or any other applicable plan or arrangement, except to the extent

otherwise set forth in the employee’s Participation Agreement (as defined below). This Plan

shall be effective as of July 1, 2026.  This document constitutes both the Plan document and

the summary plan description required under the Employee Retirement Income Security Act

of 1974, as amended (“ERISA”).

2.Definitions

Certain capitalized terms used in this Plan shall have the meanings given in this Section 2.

(a)“Board” means the Board of Directors of the Company.

(b)“Cause” means the Participant’s (i) (x) willful misconduct in the performance

of the Participant’s duties to the Company or any of its Subsidiaries or (y) engaging in any

other misconduct that results or could reasonably be expected to result in financial,

reputational or other harm to the Company or its Subsidiaries; (ii) breach of any employment

or service agreement between the Participant and the Company or any of its Subsidiaries; (iii)

breach of any restrictive covenant agreement between the Participant and the Company or any

of its Subsidiaries; (iv) gross negligence; (v) material violation of any policy, rule, procedure

or guideline of the Company or its Subsidiaries; (vi) conviction of, or plea of guilty or nolo

contendere to, (x) a felony or (y) a misdemeanor involving moral turpitude or fraud; or (vii)

commission of an act of fraud, embezzlement or misappropriation against the Company or its

Subsidiaries.  The Participant shall be provided a 10-day period to cure any of the events or

occurrences described in the immediately preceding subsections (ii), (iv) and (v), to the extent

capable of cure during such 10-day period.

(c)“Change in Control” has the meaning set forth in the Company’s 2026 Long

Term Incentive Plan, as amended or restated from time to time.

(d)“Committee” means the Nominating and Compensation Committee of the

Board.

(e)“Company Group” means the Company together with each Subsidiary.

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(f)“Disability” means disability as defined under the Company’s long-term

disability plan applicable to a Participant, or if no such plan applies, that the Participant is

unable to engage in any substantial gainful activity by reason of any medically determinable

physical or mental impairment which can be expected to result in death or which has lasted, or

can be expected to last, for a continuous period of not less than 12 months.

(g)“Good Reason” means the occurrence of any of the following without the

Participant’s consent: (i) a reduction in annual base compensation or target annual bonus

opportunity, (ii) a material diminution in authority, duties or responsibilities, or (iii) the

transfer of the Participant to a principal business location that increases by more than 35 miles

the distance between the Participant’s principal business location and place of residence

(provided that if, in such circumstance, the Participant is allowed to work remotely, Good

Reason shall not exist); provided, however, that an event shall not constitute “Good Reason”

unless (i) within 90 days of the initial existence of an event, the Participant provides the

Company with written notice of such event setting forth a description of the circumstances

constituting Good Reason, (ii) the Company fails to cure such event within the 30 day period

following the Company’s receipt of such written notice and (iii) the Participant actually

resigns within 30 days following the termination of such cure period.

(h)“Plan Administrator” means the Committee, or such other individual or

committee as determined by the Committee from time to time.

(i)“Qualifying Termination” means a Participant’s employment is terminated (i)

by the Company or a Subsidiary without Cause or (ii) by the Participant for Good Reason.

(j)“Qualifying Non-CIC Termination” means a Qualifying Termination that is

not a Qualifying CIC Termination.

(k)“Qualifying CIC Termination” means a Qualifying Termination that occurs

within six months immediately prior to a Change in Control or within 24 months immediately

following a Change in Control.  To the extent that a Qualifying Termination occurs prior to a

Change in Control, the Qualifying Termination initially will be deemed a Qualifying Non-

CIC termination; provided that if a Change in Control occurs within six months following

such Qualifying Termination, upon the occurrence of a Change in Control, the Qualifying

Termination will retroactively be deemed a Qualifying CIC Termination.

(l)“Severance Benefits” shall mean the severance payments and benefits

provided under this Plan, and shall consist of either the CIC Severance Benefits or the Non-

CIC Severance Benefits (each as defined below), as applicable.

(m)“Subsidiary” means an entity that, directly or indirectly, is controlled by the

Company.

(n)“Termination Date” means the date on which the Participant’s employment

with the Company or any Subsidiary is terminated.

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(o)“Tier” means each of Tier I, Tier II and Tier III.

3.Eligibility

Employees will be eligible to receive severance benefits under this Plan (each such eligible

employee, a “Participant”) if they are selected by the Plan Administrator to participate in the

Plan and have signed and delivered to the Company, within the time set by the Company, a

participation agreement (the “Participation Agreement”) in substantially the form attached

hereto as Exhibit B.  A Participant’s Participation Agreement will specify such Participant’s

Tier. A Participant will be eligible for Severance Benefits if the Participant experiences a

Qualifying Termination.  For the avoidance of doubt, a Participant will not experience a

Qualifying Termination if the Participant incurs a termination of employment:

(a)by the Company or a Subsidiary for Cause;

(b)by the Company or a Subsidiary due to Disability;

(c)due to the Participant’s death;

(d)due to the Participant’s voluntary retirement or voluntary resignation without Good

Reason;

(e)upon or in connection with the Participant’s acceptance of employment with any

Subsidiary or affiliate of the Company or a Subsidiary, other than the entity that

currently employs the Participant; or

(f)due to the sale of any member of the Company Group or any business unit, facility,

division or subsidiary thereof, to the extent the Participant continues to be employed

by or is offered substantially equivalent employment with the purchaser or any of its

affiliates or successor to the business of the Company or any Subsidiary (except to the

extent that any changes in the Participant’s terms of employment would constitute

Good Reason).

If a Participant conveys to the Company or a Subsidiary intent to resign in writing under

clause (d) and the Company or Subsidiary decides to accept the resignation at an earlier date,

or to accelerate the Participant’s Termination Date, the Participant will not be entitled to

severance payments and benefits under the Plan as a result of such acceptance or acceleration

of the Participant’s resignation of employment.

4.Qualifying Non-CIC Termination Severance Payments and Benefits

Upon a Participant’s Qualifying Non-CIC Termination, subject to Section 6 below, the

Participant will be entitled to receive the following severance payments and benefits (the

“Non-CIC Severance Benefits”), as further described in Exhibit Ahereto (the “Severance

Schedule”):

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(a)a multiple of the Participant’s annual base salary as set forth in the Severance

Schedule that corresponds to the Participant’s Tier (the “Non-CIC Separation

Payment”);

(b)if the Participant is participating in the Company’s group health plans at the time of

the Participant’s termination, an amount equal to the employer-paid portion of the

Participant’s and the Participant’s eligible dependents’ monthly group health plan

premiums at the time of the Participant’s termination for the duration set forth in the

Severance Schedule that corresponds to the Participant’s Tier, payable in a lump sum

within 10 days following the date that the Release (as defined below) becomes

irrevocable (the “Benefits Payment”);

(c)to the extent that the Participant’s termination date is after March 31 of any year,  an

annual bonus (if any) in respect of such fiscal year in which the Participant’s

termination occurs, which bonus will be based on actual performance, prorated based

on the number of days that the Participant was employed during such fiscal year and

payable when such annual bonus would have normally been paid (the “Pro Rata

Bonus”); providedthat for clarity, the Pro Rata Bonus shall not be duplicative of any

payment of an annual bonus for such fiscal year pursuant to any annual incentive plan

or other short term incentive plan;

(d)any earned but unpaid annual bonus in respect of the fiscal year ending prior to the

year of the Participant’s termination, payable when the annual bonus would have

normally been paid or, if later, within 10 days following the date that the Release (as

defined below) becomes irrevocable (the “Prior Year Bonus”); and

(e)outplacement services in the amount set forth in the Severance Schedule that

corresponds to the Participant’s Tier, which shall be provided to the Participant

through an outplacement service provider selected by the Company or a Subsidiary

(the “Outplacement Benefits”).

The Non-CIC Separation Payment shall be paid in substantially equal installments on the

Company’s normal payroll dates during the salary continuation period set forth in the

Severance Schedule that corresponds to the Participant’s Tier. The benefits described in this

Section 4 shall not commence until the date following the date that the Release becomes

irrevocable; provided, however, that if any portion of the Non-CIC Severance Benefits may be

paid or commence in a different calendar year depending on when the Release is executed,

then payment of the Non-CIC Severance Benefits will be delayed and paid or provided in the

later calendar year.

Notwithstanding the foregoing provisions of this Section 4 and the following Section 5, to the

extent that a Qualifying Termination occurs prior to a Change in Control, and the Participant

is entitled to receive the Non-CIC Severance Benefits pursuant to Section 4, and a Change in

Control occurs within six months after that Qualifying Termination such that it is deemed a

Qualifying CIC Termination, the Participant shall become entitled to receive the CIC

Severance Benefits (without duplication of any of the Non-CIC Severance Benefits), and the

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excess of the CIC Severance Benefits that would have been paid prior to the Change in

Control over the Non-CIC Severance Benefits paid prior to the Change in Control shall be

paid as soon as administratively possible following the Change in Control.

5.Qualifying CIC Termination Severance Payments and Benefits

Upon a Participant’s Qualifying CIC Termination, subject to Section 6 below, the Participant

will be entitled to receive the following severance payments and benefits (the “CIC

Severance Benefits”), as further described in the Severance Schedule:

(a)a multiple (as set forth in the Severance Schedule that corresponds to the Participant’s

Tier) of the Participant’s (i) then-current annual base salary and (ii) target bonus for

the year in which the Termination Date occurs (disregarding any reductions of either

annual base salary or target bonus which constituted Good Reason), payable in a lump

sum (the “CIC Separation Payment”);

(b)the Benefits Payment;

(c)the Pro Rata Bonus;

(d)the Prior Year Bonus; and

(e)the Outplacement Benefits.

The benefits described in this Section 5 shall not commence until the date following the date

that the Release becomes irrevocable; provided, however, that if any portion of the CIC

Severance Benefits may be paid in a different calendar year depending on when the Release is

executed, then payment of the CIC Severance Benefits will be delayed and paid or provided in

the later calendar year.

Treatment of any equity awards held by the Participant in connection with a Qualifying CIC

Termination shall be governed by the documentation governing such equity awards.

6.Requirement of Release and Compliance with Covenants

In order to be eligible to receive any Severance Benefits in connection with a Qualifying

Termination or a Qualifying CIC Termination, a Participant must: (a) sign and deliver to the

Company, within the time set by the Company, an effective general release and waiver of

claims (a “Release”) in a form provided by the Participant’s employer, without alterations

(and not revoke the release and waiver following delivery of the release and waiver to the

Company, if revocation is permitted by applicable law); and (b) comply, and continue to

comply, with the terms of the Release and, as applicable, of any non-competition, non-

solicitation, non-disparagement, confidentiality, or other restrictive covenant obligation owed

to the Company (including any such obligation set forth in any equity award agreement), for

the applicable duration of each such covenant.  For the avoidance of doubt, in the event of a

Participant’s breach of the terms of any restrictive covenant obligation to any member of the

Company Group, including under the Participant’s employment agreement, offer letter or

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other agreement with any member of the Company Group, the Participant shall not be entitled

to any further payments or benefits under this Plan.

For the avoidance of doubt, any Severance Benefits are subject to the Company’s clawback

policies.

7.Transition Periods; Notice Periods.

The Plan shall not be construed to preclude or otherwise avoid any required notice period or

garden leave or post-termination retirement or health plan coverage or other minimum

benefits required to be provided by applicable law, and a Participant shall continue to receive

all salary and benefits that are required to be provided during any required statutory notice

period or garden leave.  In the event that the applicable law of any jurisdiction, or the terms of

any contract with a Participant, require a notice period or garden leave, or if the Company and

the Participant otherwise agree to a transition period during which the Participant remains an

active employee of the Company, then the Company or any Subsidiary may, in its discretion

and to the extent permitted by applicable law, reduce the Severance Benefits specified in

Section 4 or Section 5, as applicable, by the amount of compensation (whether salary, bonus,

other incentive or other compensation) or other benefits that is paid to the Participant during

the applicable required notice period or transition period.  Any reduction in Severance

Benefits in accordance with this Section 7 shall not be deemed a violation of the terms of this

Plan.  In the event that applicable law requires a notice period, then unless otherwise

determined by the Company, for purposes of Section 4(a) or Section 5(a), as applicable, the

Termination Date shall be deemed to occur in the year in which the notice period commences.

8.Calculation of Severance Benefits; Tax Withholding

Calculation of a Participant’s Severance Benefits shall, except as otherwise provided herein,

be determined based on the Participant’s salary and other compensation in effect as of the

Participant’s Termination Date.  The Company shall have the discretion, from time to time

and on a case-by-case basis, to provide such additional severance payments or benefits,

whether under this Plan or any other plan or arrangement, as it deems necessary or

appropriate.  In no event shall the provision of any such benefit for one Participant create a

precedent or require that any other Participant be provided such benefit, either under this Plan

or any other plan or arrangement.

All Severance Benefits provided shall be subject to withholding of applicable federal, state

and/or local taxes as required by applicable law.

9.Section 409A

The Company intends that all Severance Benefits shall, to the maximum extent possible,

satisfy the requirements for a short-term deferral or an involuntary separation plan payment so

as not to be treated as deferrals of compensation.  Notwithstanding the foregoing, to the extent

any payments or benefits under the Plan are subject to Section 409A of the Internal Revenue

Code of 1986 (“Section 409A”), the Plan shall be interpreted and administered to the

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maximum extent possible to comply with Section 409A.  For purposes of any payments or

benefits under the Plan subject to Section 409A:

(a)The Participant shall not be considered to have terminated employment with the

Company or a Subsidiary unless such termination constitutes a “separation from

service” within the meaning of Section 409A.

(b)Each separate payment to be made or benefit to be provided under the Plan shall be

construed as a separate identified payment for purposes of Section 409A.

(c)Any payments subject to execution of an effective release shall commence within 60

days following the Participant’s separation from service; provided,however, if this 60-

day period begins in one calendar year and ends in a later calendar year, the payment

will be made in the second calendar year on a date determined by the Company.

(d)If the Participant is a “specified employee” within the meaning of Section 409A at the

time of the Participant’s separation from service, to the extent required under Section

409A to avoid accelerated taxation and tax penalties, any amounts payable during the

six-month period immediately following the Participant’s separation from service shall

instead be paid on the first business day after the date that is six months following the

Participant’s separation from service (or, if earlier, the Participant’s date of death).

The Company makes no representation that payments described in the Plan will be exempt

from or comply with Section 409A.

10.Section 280G

In the event that any Severance Benefits or other compensation contingent upon a Change in

Control to be received by a Participant (“Payments”) would (i) constitute a “parachute

payment” within the meaning of Section 280G of the Internal Revenue Code of 1986 (the

“Code”) and (ii) but for this Section 10, be subject to the excise tax imposed by Section 4999

of the Code (or any successor provisions, or any comparable federal, state, local or foreign

excise tax) (“Excise Tax”), then, subject to the provisions of this Section 10, such Payments

shall be either be (A) provided in full pursuant to the terms of this Plan or any other applicable

agreement, or (B) reduced to the minimum extent which would result in no portion of such

Payments being subject to the Excise Tax, whichever of the foregoing amounts, taking into

account the applicable federal, state, local or foreign income, employment and other taxes and

the Excise Tax (including, without limitation, any interest or penalties on such taxes), results

in the receipt by the Participant, on an after-tax basis, of the greatest amount of payments and

benefits provided for hereunder or otherwise, notwithstanding that all or some portion of such

Payments may be subject to the Excise Tax.  Any determination required under this Section

10 shall be made by a nationally recognized accounting firm selected and retained by the

Company (“Independent Tax Firm”), whose determination shall be conclusive and binding

upon the Participant and the Company for all purposes.  The Company shall bear all costs that

Independent Tax Firm may reasonably incur in connection with any calculations

contemplated by this Section 10.  For purposes of making the calculations required under this

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Section 10, the Independent Tax Firm may make reasonable assumptions and approximations

concerning applicable taxes and may rely on reasonable, good faith interpretations concerning

the application of Sections 280G and 4999 of the Code; provided that Independent Tax Firm

shall assume that the Participant pays all taxes at the highest marginal rate.

11.Accrued Amounts

Regardless of the reasons for the termination of any Participant’s employment, the Participant

shall be entitled to receive (in addition to the Severance Benefits):  (i) any base salary earned

but not paid through the Participant’s Termination Date, to be paid on the next regularly

scheduled payroll date following such termination or at any earlier time required by

applicable law, (ii) vested benefits under any retirement or health and welfare plan sponsored

or maintained by the Company or any Subsidiary, determined in accordance with the terms

and conditions of such plans and (iii) any vested equity awards under any equity plan or

award agreement, determined in accordance with the terms and conditions of such plan or

award agreement.

12.Plan Administration

The Plan Administrator shall administer the Plan in accordance with its terms and shall have

all powers necessary to carry out the provisions of the Plan not otherwise reserved to the Plan

Administrator.  Not in limitation, but in amplification of the powers and duties specified in

this Plan, the Plan Administrator shall:

(a)Have all powers to administer the Plan, within its sole discretion.

(b)Have total and complete discretion to interpret the Plan and to determine all questions

arising in the administration, interpretation and application of the Plan, including the

power to construe and interpret the Plan; to decide all questions relating to an

individual’s eligibility for benefits and the amounts thereof; to make such adjustments

which it deems necessary or desirable to correct any mathematical or accounting

errors; and to determine the amount, form and timing of any distribution to be made

hereunder.

(c)Correct any defect, supply any omission or reconcile any inconsistency in such manner

and to such extent as the Plan Administrator shall deem necessary to carry out the

purposes of this Plan.

(d)Have fact finder discretionary authority to decide all facts relevant to the determination

of eligibility for benefits or participation; have the discretion to make factual

determinations as well as decisions and determinations relating to the amount and

manner of allocations and distribution benefits; and in making such decisions, be

entitled to, but need not rely upon, information supplied by a Participant or

representative thereof.

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(e)Have total and complete discretion to delegate all or a portion of its authority under the

Plan.

(f)Have total and complete discretion to adopt, publish, and enforce such rules as the

Plan Administrator shall deem necessary and proper for the efficient administration of

the Plan.

All determinations by the Plan Administrator with respect to the Plan or any Participation

Agreement shall be final and binding on the Company and Participants. All determinations by

the “Company” referred to in the Plan shall be made by the applicable entity in its capacity as

the employer.  All determinations by Mobility Global Inc. referred to in the Plan shall be

made by Mobility Global Inc. in its capacity as settlor of the Plan.

13.General Provisions

Except to the extent that federal law governs, this Plan will be construed, administered and

enforced in accordance with the laws of the State of Delaware.  Participants may not assign or

transfer the benefits provided under this Plan.

Any provision in the Plan that is prohibited or unenforceable by reason of applicable law in

any jurisdiction shall be ineffective, but only in that jurisdiction and only to the extent of such

prohibition or unenforceability, without invalidating or affecting the remaining provisions of

this Plan.

Nothing in this Plan shall be construed as conferring any right upon a Participant to continued

employment with any member of the Company Group, or interfere with the right of the

Company or any Subsidiary to terminate, or change the terms of, a Participant’s employment

at any time.

For the avoidance of doubt, no severance payment made under the Plan shall be considered as

creditable “compensation” under any benefit plan maintained by the Company, unless

specifically provided for under the applicable plan documents or required by applicable law.

If the Company is obligated by the Worker Adjustment and Retraining Notification Act, or

any applicable local law equivalent for Participants outside the United States, (“WARN”) to

provide any Participant compensation or benefits upon a plant closing or mass layoff, then

any benefits provided under this Plan will be reduced or offset by the amount of the

compensation and benefits Participants receive under WARN.

14.Plan Information

Information required by ERISA

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Plan NameMobility Global Inc. Executive Severance Plan Type of Welfare PlanSeverance Pay
Employer Identification Number39-4621962 Plan Year EndsDecember 31
Plan NumberPlan 502Plan SponsorMobility Global Inc.Agent for Service of Legal ProcessGeneral CounselMobility Global Inc.5860 Trinity Pkwy, Suite 600Centreville, VA 20120Tel (845) 205-0145 Plan AdministratorCommittee

15.Funding of the Plan

The Company will pay amounts owing under the Plan out of the general assets of the

Company.  This Plan is intended to be an unfunded “employee welfare benefit plan” as

defined in Section 3(1) of ERISA and, accordingly, this Plan is governed by ERISA.

16.Changing or Terminating the Plan

The Company reserves the right to amend, modify, suspend or terminate the Plan, in whole or

in part, at any time, by action of the Board, or its delegate; provided, however, (i) that no

amendment of the Plan shall apply to any Participant who is then receiving Severance

Benefits if such amendment would be adverse to such Participant and (ii) that following a

Change in Control, no amendment of the Plan shall apply to any individual that was selected

to be a Participant in the Plan prior to the Change in Control if such amendment would be

adverse to such Participant.  A plan amendment, modification, suspension or termination may

be made for any reason and at any time subject to the preceding sentence.

17.ERISA Rights

Participants in the Plan have certain rights and protections under ERISA.  ERISA provides

that Participants are entitled to:

(a)Examine, without charge, at the Plan Administrator’s office and at other specified

locations, all documents governing the Plan; and

(b)Obtain, upon written request to the Plan Administrator, copies of documents governing

the operation of the Plan, including a copy of the latest annual report (Form 5500) filed

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by the Plan with the U.S. Department of Labor and available at the Public Disclosure

Room of the Employee Benefits Security Administration (“EBSA”).  The Plan

Administrator may make a reasonable charge for the copies.

18.Prudent Actions by Plan Fiduciaries

In addition to creating rights for Participants, ERISA imposes duties upon the people who are

responsible for the operation of the Plan.  The people who operate the Plan, called

“fiduciaries,” have a duty to administer the Plan prudently and solely in the interest of the

Participants and their beneficiaries.  No one, including a Participant’s employer, or any other

person, may fire a Participant or otherwise discriminate against any Participant in any way to

prevent a Participant from obtaining a benefit or exercising a Participant’s rights under

ERISA.

19.Filing a Claim

If a Participant disagrees with the determination or payment of such Participant’s Severance

Benefits, or if a Participant has any questions about receiving these Severance Benefits, such

Participant shall contact the Plan Administrator in writing within 60 days following becoming

aware of any determination or the receipt of the payment, as applicable, that the Participant

wishes to challenge.

20.Time Frame for Claim Determinations; Adverse Benefit Determinations

The Plan Administrator will notify the Participant of an adverse benefit determination (i.e.,

any denial, reduction, or termination of a benefit, or a failure to provide or make a payment)

within a reasonable period of time, but no later than 90 days after receiving such Participant’s

written claim.  This 90-day period may be extended for up to an additional 90 days if the Plan

Administrator (i) determines that special circumstances require an extension of time for

processing the claim, and (ii) notifies the Participant, before the initial 90-day period expires,

of the special circumstances requiring the extension of time and the date by which the Plan

expects to render a determination.

In the event an extension is necessary due to a Participant’s failure to submit necessary

information, the Plan’s time frame for making a benefit determination on review is stopped

from the date the Plan Administrator sends the Participant the extension notification until the

date the Participant responds to the request for additional information.

The Plan Administrator’s notice of an adverse benefit determination will set forth:

(a)The specific reason(s) for the adverse benefit determination;

(b)Reference to the specific Plan provisions on which the benefit determination is based;

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(c)A description of any additional material or information necessary for the Participant to

perfect the claim and an explanation of why that material or information is necessary;

and

(d)A description of the Plan’s appeal procedures and time limits applicable to such

procedures, including a statement of the Participant’s right to bring a civil action under

ERISA after an adverse determination on appeal to the Plan Administrator.

21.Procedures for Appealing an Adverse Benefit Determination

A Participant, or a Participant’s authorized representative, has 60 days following the receipt of

a notification of an adverse benefit determination under Section 20 within which to appeal the

determination.  A Participant has the right to:

(a)Submit written comments, documents, records and other information relating to the

claim for benefits;

(b)Request reasonable access to, and copies of all documents, records and other

information relevant to the Participant’s claim for benefits.  Note that a reasonable

charge will be made for copies of the Plan document.  For this purpose, a document,

record, or other information is treated as “relevant” to a claim if it:

(i)was relied upon in making the benefit determination;

(ii)was submitted, considered, or generated in the course of making the benefit

determination, regardless of whether such document, record or other

information was relied upon in making the benefit determination; or

(iii)demonstrates compliance with the administrative processes and safeguards

required in making the benefit determination; and

(c)A review that takes into account all comments, documents, records, and other

information submitted by the Participant relating to the claim, regardless of whether

such information was submitted or considered in the initial benefit determination.

The Plan Administrator will notify the Participant of the Plan’s benefit determination on

appeal within a reasonable period of time, but not later than 60 days after receipt of the

Participant’s written appeal.  This 60-day period may be extended for up to an additional 60

days if the Plan Administrator (i) determines that special circumstances require an extension

of time for processing the appeal of the claim, and (ii) notifies the Participant, before the

initial 60-day period expires, of the special circumstances requiring the extension of time and

the date by which the Plan expects to render a determination on review.

In the event that an extension is necessary due to the Participant’s failure to submit necessary

information, the Plan’s time frame for making a benefit determination on appeal is stopped

from the date the Plan Administrator sends the Participant the extension notification until the

date such Participant responds to the request for additional information.

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The Plan Administrator’s notice of an adverse benefit determination on appeal will contain all

of the following information:

(a)the specific reason(s) for the adverse benefit determination;

(b)reference to the specific Plan provisions on which the benefit determination is based;

(c)a statement that the Participant is entitled to receive, upon request, reasonable access

to, and copies of, all documents, records, and other information relevant to the

Participant’s claim.  Note that a reasonable charge may be imposed for copies of the

Plan document; and

(d)a statement describing the Participant’s right to obtain the information about such

procedures, and a statement of the Participant’s right to bring an action under ERISA.

The Participant must exhaust this Plan’s administrative claims and appeals procedure before

bringing a suit in either state or federal court.  Similarly, failure to follow the Plan’s

prescribed procedures in a timely manner will also cause the Participant to lose the

Participant’s right to sue regarding an adverse benefit determination.

22.Assistance with Questions

If a Participant has any questions about the Plan, the Participant should contact the Plan

Administrator.  If a Participant has any questions about this statement or about the

Participant’s rights under ERISA, or if the Participant needs assistance in obtaining

documents from the Plan Administrator, the Participant should contact:  Employee Benefits

Security Administration U.S. Department of Labor, 200 Constitution Avenue, NW,

Washington, DC 20210.  A Participant may also obtain certain publications about the

Participant’s rights and responsibilities under ERISA by contacting EBSA.

*    *    *    *    *

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Exhibit A

Severance Schedule

Non-CIC Severance Benefits

Participation Tier Non-CIC SeparationPayment BenefitsPayment OutplacementBenefits1 Annual Incentive Long-TermIncentive
Tier I (CEO) 2x annual base salary,payable over a 24-month period 18-monthbenefitssubsidy $50,000 * Pro Rata Bonus; and,* Prior Year Bonus Treatmentgoverned by theterms andconditions ofthe applicableLTI award
Tier II (ELTexcluding CEO) 1.5x annual basesalary, payable over an18-month period $25,000
Tier III (Grade 16+excluding ELT andCEO) 1x annual base salary,payable over a 12-month period 12-monthbenefitssubsidy $25,000

CIC Severance Benefits

Participation Tier CIC SeparationPayment BenefitsPayment OutplacementBenefits1 Annual Incentive Long-TermIncentive
Tier I (CEO) 2x annual base salaryand target bonus paidas lump sum 18-monthbenefitssubsidy $50,000 * Pro Rata Bonus; and,* Prior Year Bonus Treatmentgoverned by theterms andconditions ofthe applicableLTI award
Tier II (ELTexcluding CEO) 1.5x annual basesalary and targetbonus paid as lumpsum $25,000
Tier III (Grade 16+excluding ELT andCEO) 1x annual base salaryand target bonus paidas lump sum 12-monthbenefitssubsidy $25,000

1No Cash in Lieu of Outplacement

15

Exhibit B

Mobility Global Inc. Executive Severance Plan

Participation Agreement

You have been selected as eligible to participate in the Mobility Global Inc. (the

“Company”) Executive Severance Plan (the “Plan”).  Capitalized terms not defined herein

shall be as defined in the Plan.

You will only be eligible to participate in the Plan if you sign and return this

Participation Agreement to the Company.  By agreeing to become a participant in the Plan,

you hereby acknowledge and agree that you will not be eligible to participate in any other

severance plan or program sponsored or maintained by the Company or any of its affiliates.

You agree that upon becoming a participant in the Plan, the severance provisions in any

employment agreement or offer letter or other severance agreement between you and the

Company will be void and of no further force or effect and that you will, instead, be eligible

for severance benefits provided under the Plan.

In the event of any conflict between this Participation Agreement and the Plan, the

Plan shall control.

By signing this Participation Agreement, you acknowledge and agree that you have

received and read a copy of the Plan and that you understand and agree to be bound by its

terms.  Thank you for your continued dedication to the Company.

Sincerely,

_____________________________

[●]

Acknowledged and agreed:

Signed: _________________________________

Print Name:  _____________________________

Date: ___________________________________

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