EX-10.19(B)

Exhibit 10.19(b)

AMENDMENTNO.2TOLOANANDSECURITYAGREEMENT

This Amendment No. 2 to Loan and Security Agreement (this “Amendment”) is entered into as of May 5, 2026 by and among (a) (i) NTH CYCLE, INC., a Delaware corporation and (ii) NTHCYCLEHOLDINGSI,LLC,aDelawarelimitedliabilitycompany(individuallyandcollectively, jointly and severally, the“Borrower”) and (b) HSBC Ventures USA Inc. (the “Bank”) with respect totheLoanandSecurityAgreementdatedasofMay2,2024byandbetweenBorrowerandBank, asamendedbythatcertainConsentandAmendmentNo.1toLoanandSecurityAgreementdated as of June 24, 2025 by and between Borrower and Bank (as has been and as may be further amended from time to time, the “Agreement”; capitalized terms used but not defined in this Amendment shall have the meaning given to such terms in the Agreement).

1. DeferralofPrincipalPayments.

A. Deferral. Notwithstanding anything to the contrary contained in Section 2.2(c)oftheAgreement,uponBorrower’ssatisfactionoftheDeferralCondition(asdefined below),asdeterminedbyBankinitssolediscretion,providedthatnoEventofDefaulthas occurred, or would occur with the passage of time or the giving of notice, the regularly scheduled monthly payments of principal (not interest) due on account of the Term Loan Advances (i) commencing on June 1, 2026, through and including September 1, 2026 if Borrower satisfies Deferral Condition A on or prior to May 28, 2026, (ii) commencing on June 1, 2026, through and including November 1, 2026 if Borrower satisfies Deferral Condition B on or prior to May 28, 2026, and (ii) commencing on June 1, 2026, through andincludingJanuary1,2027ifBorrowersatisfiesDeferralConditionConorpriortoMay 28, 2026,shall be deferred (not waived). Borrower shall at all times continue to make monthly payments of accrued interest as and when due under the Agreement.

B. Resumption of Principal Payments; Payment of Interest. Commencing on the earlier of (i) the first (1st) Payment Date following the occurrence of an Event of Default,(ii)June1,2026ifBorrowerfailstosatisfyDeferralConditionA,DeferralCondition B or Deferral Condition C on or prior to May 28, 2026, (ii) October 1, 2026 if Borrower satisfies Deferral Condition A on or prior to May 28, 2026, (iii) December 1, 2026 if Borrower satisfies Deferral Condition B on or prior to May 28, 2026, and (iv) February 1, 2027ifBorrowersatisfiesDeferralConditionConorpriortoMay28,2026,andcontinuing on each Payment Date thereafter through and including the Term Loan Maturity Date, Borrowershallmake(A)equalmonthlypaymentsofprincipal(includingprincipaldeferred above)intheamountrequiredtofullyamortizetheoutstandingbalanceoftheTermLoan Advances on theTerm Loan Maturity Date, plus (B) monthly payments of accrued but unpaid interest at therate set forthinSection 2.3(a) oftheAgreement, subjecttoSection 2.3(b) of the Agreement. Borrower shall at all times continue to make monthly payments of accrued interest as and when due under the Agreement. All outstanding principal (includingtheunpaidprincipaldeferredhereunder)andaccruedandunpaidinterestunder the Term LoanAdvances, andall otherObligations aredueandpayableon theearlier of the Term Loan Maturity Date and the acceleration of the Obligations as set forth in the Agreement following the occurrence of an Event of Default.

C. Deferral Condition A. As used in this Section 1, the term “Deferral ConditionA”shallmean,BorrowerhasprovidedBankwithevidence,satisfactorytoBank initssoleandabsolutediscretion,onorpriortoMay28,2026,thatBorrowerhasreceived, after January 1, 2026, but on or prior to May 28, 2026, unrestricted and unencumbered net cash proceeds from the issuance by Borrower of Subordinated Debt to investors satisfactory to Bank, in an aggregate amount of at least Five Million Dollars ($5,000,000.00).

D. Deferral Condition B. As used in this Section 1, the term “Deferral ConditionB”shallmean,BorrowerhasprovidedBankwithevidence,satisfactorytoBank initssoleandabsolutediscretion,onorpriortoMay28,2026,thatBorrowerhasreceived, after January 1, 2026, but on or prior to May 28, 2026, unrestricted and unencumbered net cash proceeds from the issuance by Borrower of Subordinated Debt to investors satisfactory to Bank, in an aggregate amount of at least Seven Million Dollars ($7,000,000.00).

E. Deferral Condition C. As used in this Section 1, the term “Deferral ConditionC”shallmean,BorrowerhasprovidedBankwithevidence,satisfactorytoBank initssoleandabsolutediscretion,onorpriortoMay28,2026,thatBorrowerhasreceived, after January 1, 2026, but on or prior to May 28, 2026, unrestricted and unencumbered net cash proceeds from the issuance by Borrower of Subordinated Debt to investors satisfactory to Bank, in an aggregate amount of at least Ten Million Dollars ($10,000,000.00).

2. Subjecttothesatisfactionoftheconditionsprecedent set forthinSection4below and effective as of the date hereof, the following portions of the following sections of the Agreementareherebyamendedtodeletetheredfontstrickentext(indicatedtextuallyinthesame manner as the following example: stricken text) and to add the blue font double-underlined text (indicated textually in the same manner as the following example: double-underlined text):

A. Section 1.1 (Definitions). The following terms and their respective definitions set forth in Section 1.1 of the Agreement are amended in their entirety and replaced with the following:

““Loan Documents” are, collectively, this Agreement and any schedules, exhibits,certificates,notices,andanyotherdocumentsrelatedtothisAgreement, includingeachGuaranteeAgreement,anysubordinationagreement,theWarrant, the 2026 Warrant,any Control Agreement, any Bank Services Agreement, any pledge agreement, notes or guaranties executed by any Loan Party or any SubsidiaryofaLoanPartyandanyotherpresentorfutureagreementbyanyLoan Party or any Subsidiaryof a Loan Party with or for the benefit of Bank and/or any Affiliate of Bank in connection with this Agreement and/or Bank Services, all as amended, restated, supplemented, or otherwise modified from time to time.”

““Obligations”aretheLoanParties’obligationstopaywhendueanydebts, principal,interest,fees,BankExpenses,andotheramountsanyLoanPartyowes BankoranyAffiliateofBanknoworlater,whetherunderthisAgreement,theother Loan Documents (other than the Warrant and the 2026 Warrant), any Bank Services Agreement or otherwise, including, without limitation other Bank Services,ifany, andincludinginterestaccruingafterInsolvencyProceedingsbegin and debts, liabilities, or obligations of any Loan Party assigned to Bank, and to perform any Loan Party’s duties under the Loan Documents (other than the Warrant and the 2026 Warrant).”

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B. Section1.1(Definitions).Thefollowingnewtermsandtheirrespective definitions are inserted alphabetically in Section 1.1 of the Agreement:

““2026 Warrant” is that certain stock purchase warrant dated as of theSecond Amendment Effective Date between Borrower and Bank, as amended,modified, supplemented and/or restated from time to time.”

““SecondAmendmentEffectiveDate”isMay5,2026.”

““Setoff”isdefinedinSection12.14.”

C. Section9.1 (Rights and Remedies).Section9.1(g)of the Agreementis amended in its entirety and replaced with the following:

“(g)apply to the Obligations any (i) balances and deposits of anyLoanPartyitoranyofitsAffiliates(including,withoutlimitation,HSBCBankUSA, N.A.)holds, or (ii) amount held by Bank or any of its Affiliates (including,without limitation, HSBC Bank USA, N.A.)owing to or for the credit or the account of the Loan Parties;”

D. Section12.14(RightofSetoff).Section12.14oftheAgreementisamended in its entirety and replaced with the following:

“12.14Right of Setoff. Each Loan Partyherebygrantsto Bank a Lien and a rightofoffset,whetherby setoff,recoupmentorotherwise(“Setoff”),assecurity for all Obligations to Bank, whether now existing or hereafter arising upon and against all deposits, credits, collateral and property, now or hereafter in the possession,custody,safekeepingorcontrolofBankoranyentityunderthecontrol oforundercommoncontrolwithBank(includingaHSBCBankUSA,N.A.andanyothersubsidiary or affiliate of Bank) or in transit to any of them.At any time after theoccurrenceandduringthecontinuanceofanEventofDefault,withoutdemand ornotice,BankmaysetoffSetoffthesameoranypartthereof(otherthanamounts indepositaccountsexclusivelyusedforpayroll,payrolltaxes,andotheremployee wage and benefit payments to or for the benefit of such Loan Party’s employees and identified toBank byBorrower as such) andapply the sameto any liability or Obligation of such Loan Party even though unmatured and regardless of the adequacyofanyothercollateralsecuringtheObligations.ANYANDALLRIGHTS TO REQUIRE BANK TO EXERCISE ITS RIGHTS OR REMEDIES WITH RESPECT TO ANY OTHER COLLATERAL WHICH SECURES THE OBLIGATIONS, PRIOR TO EXERCISING ITS RIGHT OF SETOFF WITH RESPECT TO SUCH DEPOSITS, CREDITS OR OTHER PROPERTY OF ANY LOAN PARTY, ARE HEREBY KNOWINGLY, VOLUNTARILY AND IRREVOCABLY WAIVED.”

3. As amended hereby, the Agreement remains in full force and effect. Borrower representsandwarrantsthat:(i)therearenoDefaultsorEventsofDefaultundertheAgreement; (ii) there has been no Material Adverse Change since the Effective Date; (iii) all representations and warranties of Borrower in the Agreement and all other documents executed in connection therewith are true and correct on the date hereof in all material respects; provided, that such materialityqualifiershallnotbeapplicabletoanyrepresentationsandwarrantiesthatalreadyare qualifiedormodifiedbymaterialityinthetextthereofandprovided,furtherthatthose representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects (or all respects, as applicable) as of such date; (iv) the AgreementasamendedherebyislegalandbindinguponBorrowerwithnoclaims,counterclaims, defensesorsetoffswithrespectthereto;and(v)Borrowerisvalidlyexistingunderthelawsofthe State of its organization and has the requisite power and authority

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to execute this Amendment.

4. This Amendment shall be effective upon satisfaction of all of the following conditions:

A. The Bank shall have received counterparts of this Amendment executed on behalf of Borrower and the Bank.

B. The representations and warranties of Borrower in this Amendment shall betrue,accurate,andcompleteinallmaterialrespectsonthedatehereof;provided,that suchmaterialityqualifiershallnotbeapplicabletoanyrepresentationsandwarrantiesthat already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects (or all respects, as applicable) as of such date.

5. Borrower hereby (a) reaffirms as of the date hereof each and every security interestandliengrantedbyBorrowerinfavoroftheBankand(b)acknowledgesthatsuchsecurity interests and liens continue in full force and effect.

6. ReleaseofClaims:

A. Borrower, on behalf of itself and its successors and assigns and Affiliates (collectively, the “Releasing Parties”), hereby releases, remises, acquits and forever discharges Bank and all of its subsidiaries, divisions, affiliates, officers, directors, employees, agents, attorneys, advisors, predecessors, heirs, successors and assigns, anyloanparticipant,andanyserviceroranyoftheirrespectiveAffiliates(collectively,the “Released Parties”), from any and all actions, causes of actions, suits, claims, demands, proceedings,judgments,executions,debts,claims,damages,liabilities,obligations,costs and expenses of any and every kind and character, known or unknown, liabilities, contracts,obligations,accounts,torts,causesofactionorclaimsforreliefofwhateverkind or nature, accruing prior to the date hereof, whether known or unknown, or whether suspectedorunsuspected,whichtheReleasingPartiesmayhaveorwhichmayhereafter be asserted against Released Parties, or any of them, including without limitation (x) resultingfromorinanywayrelatingtoanyactoromissiondone,orcommittedorsuffered to be done by Released Parties, or any of them, for or because of any matter or things done, omitted or suffered to be done by any of the Released Parties, and (y) in any way directlyor indirectlyarisingout of or inanywayconnectedtothisAmendment, anyof the other Loan Documents as modified, supplemented, amended and/or restated by this Amendment, or the Collateral (all of the foregoing hereinafter called the “ReleasedMatters”).

B. Borrowerunderstands,acknowledgesandagreesthatthereleasesetforth above may be pleaded as a full and complete defense to any claim and may be used as abasisforaninjunctionagainstanyaction,suitorotherproceedingwhichmaybe instituted, prosecuted or attempted in breach of the provisions of such release. Each Releasing Party agrees that no fact, event, circumstance, evidence or transaction which couldnowbeassertedorwhichmayhereafterbediscoveredwillaffectinanymannerthe final, absolute and unconditional nature of the release set forth above.

C. Each Releasing Party hereby absolutely, unconditionally and irrevocably covenantsandagreeswithandinfavorofeachReleasedPartythatitwillnotsue(atlaw, in equity, in any regulatory proceeding or otherwise) any Releasee on the basis of any claim released, remised and discharged by anyReleasing Party above. If any Releasing Partyviolatestheforegoingcovenant,Borrower,foritselfanditssuccessorsandassigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions,

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predecessors, directors, officers, attorneys, employees, agents, legal representatives and other representatives, agrees to pay, in addition to such other damages as any Released Parties may sustain as a result of such violation, all documented attorneys' fees and costs incurred by any Released Parties as a result of such violation.

D. Borrowerrepresentsandwarrantsthatitisthesoleandlawfulownerofall right,titleandinterestinandtoeveryclaimandeveryothermatterwhichitreleasesherein, and that it has not heretofore assigned or transferred, or purported to assign or transfer, to any person, firm or entity any claims or other matters herein released. Borrower shall indemnify Bank, defend and hold it harmless from and against all claims based upon or arisinginconnectionwithpriorassignmentsorpurportedassignmentsortransfersofany claims or matters released herein.

7. This Amendment shall be construed in accordance with and governed by the law of the State of New York, without regard to conflicts of law principles except Title 14 of Article 5 of the New York General Obligations law.

8. ThisAmendmentmaybeexecutedincounterparts(andbydifferentpartieshereto on different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of any executed counterpart of a signature pageofthisAmendmentbyemailin.pdfformatoranyotherelectronicmeansthatreproducesan imageoftheactualexecutedsignaturepageshallbeeffectiveasdeliveryofamanuallyexecuted counterpart of this Amendment.

9. The parties agree and consent to the use of electronic signatures solely for the purpose of executing this Amendment or any related transactional document (including any amendments thereto). Such electronic signatures shall be deemed to have the same full and binding effect as a handwritten signature.

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IN WITNESS WHEREOF,this Amendmenthas been duly executed by the authorizedrepresentatives of the undersigned parties effective as of the date first written above.

SignaturePagetoAmendmentNo.2toLoanandSecurityAgreement