Browse EX-10 agreements

RESTRICTED STOCK UNIT AWARD AGREEMENT
PURSUANT TO THE
MIAMI INTERNATIONAL HOLDINGS, INC.
2022 EQUITY INCENTIVE PLAN

Participant: _________________________

Grant Date:

Number of Restricted Stock Units Granted: _____________________

* * * * *

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Miami International Holdings, Inc., a Delaware corporation (the “Company”), and the Participant specified above, pursuant to the Miami International Holdings, Inc. 2022 Equity Incentive Plan, as in effect and as amended from time to time (the “Plan”); and

WHEREAS, it has been determined under the Plan that it would be in the best interests of the Company to grant the number of Restricted Stock Units (“RSUs”) provided herein to the Participant.

NOW, THEREFORE, in consideration of the mutual covenants and promises hereinafter set forth and for other good and valuable consideration, the parties hereto hereby mutually covenant and agree as follows:

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Miami International Holdings, Inc.

SeniorExecutiveAnnualBonusPlan

1.Purpose.The purpose of the Miami International Holdings, Inc. Senior ExecutiveAnnual Bonus Plan (this “Plan”) is to align the interests of senior executives of the Company with those oftheshareholdersofthe Companyand to enhanceshareholdervalueby promoting aconnection between the performance of the Company and the compensation of senior executives of the Company.

2.Definitions.Thefollowingtermsshallhavethefollowing meanings:

(a)“Affiliate”means acorporationorother entity controlledby,controlling, orunder commoncontrolwith theCompany.Theterm “control”(including, withcorrelativemeaning,the terms “controlled by” and “under common control with”), as applied to any person, means the possession,directlyorindirectly,ofthepowertodirectorcausethedirectionofmanagementand policies of such person, whether through the ownership of voting or other securities, by contract, or otherwise.

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NON-EMPLOYEE DIRECTOR COMPENSATION SCHEDULE

Overview

A summary of our annual non-employee director compensation is provided below:

Annual Equity Grant					$ 230,000
Board Fee					$ 100,000
Chairman Fee					$ 200,000
Committee Fee – Nominating and Corporate Governance; Talent and Compensation					$ 15,000

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1

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

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REGISTRATION RIGHTS AGREEMENT

This REGISTRATION RIGHTS AGREEMENT dated May 29, 2026 (this “Agreement”)

is entered into by and among Mobility Global Inc., a Delaware corporation (the “Company”),

and Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC and BofA Securities, Inc.

(together, the “Representatives”) as representatives of the several initial purchasers named in

Schedule I of the Purchase Agreement (the “Initial Purchasers”).

The Company and the Representatives are parties to the Purchase Agreement dated May

19, 2026 (the “Purchase Agreement”), which provides for the sale by the Company to the Initial

Purchasers of $650,000,000 aggregate principal amount of its 5.050% Senior Notes due 2029,

$650,000,000 aggregate principal amount of its 5.450% Senior Notes due 2031 and

$700,000,000 aggregate principal amount of its 6.050% Senior Notes due 2036 (collectively, the

“Securities”).  The Securities are being issued in connection with the separation of the Company

from S&P Global, Inc., a New York corporation (the “Parent”), and the distribution of 100% of

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Execution Version

Exhibit 10.15

MOBILITY GLOBAL INC.

as the Company

5.050% Senior Notes due 2029

5.450% Senior Notes due 2031

6.050% Senior Notes due 2036

FIRST SUPPLEMENTAL INDENTURE

Dated as of May 29, 2026

to the Indenture Dated as of May 29, 2026

THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee

TABLE OF CONTENTS

Page

Section 1.01.Certain Terms Defined in the Indenture; Additional Terms2

ARTICLE 2 FORM AND TERMS OF THE NOTES7

Section 2.01.Form and Dating7

Section 2.02.Paying Agent; Depository7

Section 2.03.Registration8

Section 2.04.Transfer and Exchange9

Section 2.05.Terms of the Notes9

Section 2.06.Optional Redemption10

Section 2.07.Special Mandatory Redemption11

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MOBILITY GLOBAL INC.

ANNUAL INCENTIVE PLAN

1.Effective Date and Term. This Annual Incentive Plan (the “Plan”) shall be

effective as of January 1, 2026 and is effective unless and until such time it is otherwise

amended or terminated earlier by Mobility Global Inc. (together with its subsidiaries and

affiliates, the “Company”) in accordance with Section 8 below.

2.Administration.

(i)The Plan shall be administered by the Nominating and Compensation

Committee (the “Committee”) of the Company’s Board of Directors (the “Board”),

which shall have the discretionary authority to (i) designate Participants (as defined

below), (ii) determine the terms, conditions and amounts of any incentive amounts

provided under the Plan (including establishing any Performance Goals (as defined

below)), (iii) interpret and administer the Plan, including all terms defined herein, (iv)

adopt rules and regulations to implement the Plan and (v) make any other determination

and take any other action that the Committee in its sole discretion deems necessary or

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Execution Version

Exhibit 10.14

[***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(a)(6). Such

excluded information is not material and is the type that the registrant treats as private or confidential.

MOBILITY GLOBAL INC.

INDENTURE

Dated as of May 29, 2026

THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A.,

as Trustee

Mobility Global Inc.

Reconciliation and tie between Trust Indenture Act of 1939, as amended

and Indenture dated as of May 29, 2026

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Exhibit 10.1 DRAFTKINGS INC. DIRECTOR STOCK DEFERRAL PLAN ARTICLE I PURPOSE AND EFFECTIVE DATE The Company has adopted the Plan, effective as of November 6, 2025 (the “Effective Date”), to help the Company retain the services of qualified individuals who serve as Outside Directors by offering them the opportunity to defer payment of their Stock Awards (as defined below) through an unfunded deferred compensation arrangement. ARTICLE II DEFINITIONS 2.1 “Administrator” means the persons or committees appointed to administer the Plan as provided in Article III. 2.2 “Board” means the board of directors of the Company. 2.3 “Code” means the Internal Revenue Code of 1986, as amended from time to time, and the regulations promulgated thereunder. 2.4 “Company” means DraftKings Inc., a Nevada corporation. 2.5 “Change in Control” has the meaning set forth in the Equity Plan; provided that any such Change in Control is a change in ownership or effective control of the Company, or a change in the ownership of a substantial portion of the assets of the Company, within the meaning of Section 409A. 2

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EXECUTION VERSION EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into as of May 26, 2026, by and between Starz Entertainment, LLC, a Colorado limited liability company (“Employer”), and Jim Kapenstein (“Executive”). Employer desires to employ Executive, and Executive desires to be employed with Employer, under the terms and conditions set forth herein. Certain capitalized terms used in this Agreement have the meanings set forth in Section 9. NOW, THEREFORE, in consideration of the promises and mutual covenants herein contained and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: Section 1. Employment; Term; Duties 1.1. Employment. Upon the terms and conditions hereinafter set forth, Employer hereby employs Executive, and Executive hereby accepts employment, as Chief Legal and Strategy Officer of Starz Entertainment Corp. (“Starz”). 1.2. Term. The term of this Agreement will begin on Executive’s first day of employment with Employer (currently expected t

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SIGN ON BONUS ADVANCE AND REPAYMENT AGREEMENT 1 This Sign On Bonus Advance and Repayment Agreement (“Agreement”) is entered into as of the last date set forth below, by and between Starz Entertainment, LLC (the “Company”) and Jim Kapenstein (“Employee”). Employee and the Company agree as follows: 1) Sign On Advance. The Company will pay Employee a bonus advance in the total amount of One Million Two-Hundred Fifty Thousand Dollars ($1,250,000.00) less applicable deductions and withholdings, payable as follows: on the Company’s next regular payroll period following the 30th day after Employee’s start date (the “Sign On Advance”). The Sign On Advance is expressly conditioned upon Employee’s continuous employment with the Company through the two (2) year anniversary of the start date, and shall not be deemed to be earned until the two (2) year anniversary of the start date (the “Period”). By accepting the Sign On Advance, Employee agrees that Employee is receiving something of value that the Company is not in any way required to provide to Employee, and Employee agrees to assume full res

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June 30, 2026

Amendment to Employment Agreement

Dear Eyal:

GPM Investments, LLC (“GPM”) and you (“Executive”) are parties to an Amended and Restated Employment Agreement dated January 1, 2020 (the “Employment Agreement”). GPM and Executive desire to amend the Employment Agreement as follows:

Section 5.3 of the Employment Agreement is hereby amended and restated in its entirety to read as follows:

5.3

Payments in Case of Termination for Good Reason or Without Cause. In addition to the payments in Section 5.2, so long as Executive is otherwise in compliance with Sections 7 through 9 hereof and executes a release of claims in favor of the Company, its affiliates and their respective officers and directors in a form provided by the Company, if Executive's employment with the Company is terminated by the Company without Cause or by the Executive for Good Reason and a SoC Payment is not payable in connection with such termination, then in addition to the payments set forth in Section 5.2, Executive shall be entitled to: (A) payment of a prorated portion of the Company’s general bonus

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